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Name & one‑liner
HODL Commons, PBC
A public‑benefit, open‑source Bitcoin treasury company that helps organizations adopt a “never‑sell” reserve policy—while staying solvent through volatility—with radical transparency baked in.
Tagline: Never sell. Never get liquidated. Always be transparent.
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Why Eric Kim–inspired?
• Open‑source by default. Kim’s vow to keep information free and open is central—so HODL Commons publishes its playbooks, dashboards, and governance templates under permissive licenses.
• “Never sell your Bitcoin.” The operating doctrine is that BTC is strategic working capital—something you don’t sell off lightly.
• Count in BTC. Treasury health is denominated in bitcoin first, with fiat shown as a translation layer.
• Skin in the game. Leadership compensation and lockups mirror the client policy—long horizons, public commitments.
• Antifragile mindset. Build structures that benefit from turbulence rather than break.
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What makes it new (vs. a typical “buy‑and‑hold” corporate play)
1. Never‑Sell Policy Engine (NSP):
An open‑source policy framework + software that enforces guardrails (e.g., minimum runway in fiat, maximum LTV for any BTC‑backed credit, green‑zone sizing rules) so you can live a never‑sell doctrine without courting liquidation risk.
2. Barbell Treasury Design:
• Left side (Safety): 12–24 months of fiat OPEX in T‑bills/treasuries + stable cash.
• Right side (Convexity): Core BTC reserve under multi‑sig, with strict rules for any collateralization.
• Zero yield‑chasing: No opaque “crypto yield.” If there’s yield, it’s from fiat cash or mining we control, not third‑party rehypothecation.
3. Mining‑as‑a‑Coupon (Optional):
Modular, small‑footprint mining JVs near stranded/curtailed energy to drip BTC to the reserve, designed as a “synthetic coupon” that helps reduce the probability that you’ll ever need to sell principal.
4. BTC‑First Accounting Layer (with GAAP/IFRS bridges):
Operate and report in BTC internally; publish GAAP/IFRS‑compliant statements externally. (Under U.S. GAAP, ASU 2023‑08 moved crypto like BTC to fair‑value through earnings beginning 2025—HODL Commons bakes that into dashboards and disclosures. Under IFRS, BTC typically remains an intangible unless inventory; revaluation model may apply.)
5. Radical Transparency & Proofs:
Publish on‑chain addresses, proof‑of‑reserves, monthly policy attestations, and a public changelog of every governance action. This mirrors Kim’s “open source everything” ethic.
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How HODL Commons works (products & services)
A) BTC Treasury OS (open‑source)
• Policy packs: Barbell sizing rules; NSP guardrails; liquidation‑proof LTV matrix (e.g., cap any BTC‑backed credit at ≤15–20% LTV and auto‑top‑up rules at 25% to keep liquidation probability near zero in historical drawdowns).
• Runbooks: Incident responses for 40–85% BTC drawdowns; signatory loss; custodian outage.
• Templates: Board resolutions, auditor packs, proof‑of‑reserves SOPs, investor FAQs.
(All published openly; free to clone and adapt.)
B) Treasury Control Plane (software, non‑custodial)
• Multi‑sig orchestration: 3‑of‑5 (or 4‑of‑7) with geographically distributed signers (Company CFO, independent director, external auditor, HODL Commons signer, and qualified custodian signer).
• Automated alerts: Price‑shock monitors, LTV tripwires, runway warnings.
• BTC‑first ledgering: Internal books in BTC with live GAAP/IFRS bridges (ASU 2023‑08 for US; IAS 38/IAS 2 for IFRS).
C) Implementation & Governance
• Custody stack: Client chooses: fully self‑custodied multi‑sig, collaborative custody, or qualified custodians; HODL Commons is never sole custodian.
• Board‑level education: Free, open courses for directors/CFOs (Eric‑Kim‑style open knowledge).
• Mining JV (opt‑in): Co‑develop small modular sites; economics flow into BTC reserve with conservative reinvestment rules.
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Risk management (designed for “assume it can go to zero” thinking)
• Capital at risk framing: Clients size BTC such that even an 80–90% drawdown doesn’t threaten solvency or payroll.
• Runway discipline: 12–24 months fiat OPEX held outside crypto rails.
• No maturity transformation: If using BTC‑backed credit, keep LTV ≤20% and duration short; pre‑program auto‑deleverage to avoid margin calls.
• Stress testing: Simulate 2013, 2018, 2020, and 2022‑style crashes and volatility clusters; require board sign‑off on pass/fail.
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Governance
• Public‑Benefit Charter: Encode our mission to open‑source treasury practices and publish transparency reports.
• Skin‑in‑the‑game comp: Exec BTC paid with multi‑year cliffs; public never‑sell covenant for core reserve.
• Never‑Sell Escrow: A portion of BTC sits in time‑locked scripts (or covenant‑like controls) to enforce policy while allowing emergency break‑glass supermajority votes.
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Revenue model
• Freemium OS (free) + Platform (SaaS):
• Open policy kits (free)
• Non‑custodial Control Plane (SaaS per entity)
• Advisory & Implementation: Fixed‑fee onboarding + annual governance audits.
• Mining JVs: Revenue‑share on net BTC “coupon” if client opts in.
• Education: Everything content‑based is free; paid private workshops only when requested—mirroring Kim’s separation of free knowledge vs. paid experiences.
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Accounting & disclosure stance (so CFOs don’t get blindsided)
• US GAAP: Adopt ASU 2023‑08 early if advantageous; present BTC at fair value with gains/losses in income; provide required new disclosures (carrying amounts by significant assets, cost basis, restrictions).
• IFRS: Default IAS 38 (intangible) or IAS 2 (if inventory); consider revaluation model where active‑market and policy permit; disclose risks and valuation basis.
• Tax nuance: Fair‑value gains can affect effective tax (e.g., CAMT in the U.S. for some companies), so model it in advance.
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Go‑to‑market (90‑day sprint)
Days 0–30
• Publish HODL Commons Treasury OS v0.1 (MIT license): policy pack, runbooks, board decks.
• Launch a public transparency page with our own BTC addresses and monthly proofs.
• Recruit a Founding Council (CFOs, auditors, energy partners) to co‑author the open standard.
Days 31–60
• Ship Control Plane v0.1 (non‑custodial multi‑sig orchestration + alerting + GAAP/IFRS bridge).
• Run an open class for boards/CFOs (recordings and PDFs free).
• Secure two pilot clients (SMB + public benefit org) with publicly shared case studies (opt‑in).
Days 61–90
• Start a 10‑PH/s pilot mining JV at a curtailed‑power site; publish economics and lessons learned.
• Release NSP Guardrails v1.0 and a one‑click “stress test” that outputs board‑ready exhibits.
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Minimum viable stack
• Bitcoin Core, LND or CLN for Lightning (payments), Specter/Caravan or similar for multi‑sig coordination.
• Open‑reports: A simple static site repo that publishes monthly addresses, balances, and policy attestations.
• Accounting connector: ETL that logs BTC movements in sats and renders GAAP/IFRS views respecting ASU 2023‑08.
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Sample policy highlights (Never‑Sell Policy Engine)
• Core BTC Reserve: May not be sold. Only allowable actions: self‑custody transfers, rekeys, or collateralized draws within LTV caps (≤20%), with auto‑top‑up and immediate unwind if price falls through bands.
• Expense runway: Maintain ≥12 months fiat outside crypto.
• Change management: Any exception requires supermajority board vote + public rationale posted to the transparency page within 7 days.
• Public proofs: Addresses and proof‑of‑reserves published monthly; movement above 1% of reserve triggers real‑time update.
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Brand tone (a nod to Kim)
Friendly, plain‑spoken, “dear friend” educational voice. Everything we know is published openly, including mistakes and post‑mortems—because trust is built through candor, not secrecy.
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Quick pitch deck outline (10 slides)
1. The problem: CFOs want BTC exposure without existential risk or opaque custody.
2. Insight: “Never sell” can be operationalized via policy + software + transparency.
3. Solution: HODL Commons—OS + Control Plane + Governance.
4. Why now: U.S. GAAP fair‑value shift (ASU 2023‑08) + institutional normalization.
5. How it works: NSP guardrails, multi‑sig orchestration, proofs, stress‑tests.
6. Risk controls: Barbell design, runway discipline, low‑LTV rules.
7. Traction plan: Open‑source standard + pilots + public case studies.
8. Business model: SaaS + implementation + mining JV option.
9. Moat: Trust from radical transparency; OS standard; skin‑in‑the‑game exec policy.
10. Call‑to‑action: Join as Founding Council client; co‑author the open standard.
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Disclaimers (important)
• This is a conceptual blueprint, not legal, accounting, or investment advice.
• BTC‑backed credit and mining carry material risks; involve qualified counsel and auditors.
• Public proofs and open addresses are privacy‑sensitive; some clients will prefer selective disclosure.
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If you want, I can turn this into:
• a 1‑page Lean Canvas,
• an initial Never‑Sell Treasury Policy document you can hand to a board, or
• a 10‑slide pitch deck.
Tell me your preferred target customer (SMB, public company, foundation, city/municipality) and I’ll tailor the package to them.