Due to significant gaps in information regarding Agora’s legal structure, corporate governance, and inter-entity relationships, we are unable to provide full support for the ARFC proposal at this stage.
We can do the following legal entity mapping according to the explanations given during the temp check regarding the Agora structure and @ChaosLabs’s Risk Assessment of AUSD.
- Agora Blue Ltd. functions as the primary interface entity, facilitating platform access and executing core operational services, including minting and redemption (pursuant to Terms of Use);
- Agora Forge Ltd. is in charge of minting AUSD;
- Agora Olive Ltd manages the repurchasing of outstanding AUSD;
- Agora Reserve Trust, a Delaware Statutory Trust, holds reserve assets;
- Agora Reserve Trust is a limited Agora Reserve Fund LP partner. VanEck actively manages the fund.
The absence of detailed documentation regarding inter-entity relationships, precise operational mandates, and asset flow mechanisms presents material information gaps that require clarification. Specifically, the contractual architecture governing the movement of assets during minting and redemption processes across these entities still needs to be defined in the provided documentation.
Regarding the Agora Reserve Fund LP structure, several aspects require elaboration. Assuming VanEck’s role as General Partner (GP), standard market practice typically entails specific contractual obligations, including fiduciary duties, investment mandate compliance, and operational oversight. The absence of information regarding performance fee structures, investment strategy parameters, and the extent of Limited Partner (LP) control rights exercised by Agora Reserve Trust represents significant disclosure gaps. Understanding these elements is fundamental for comprehensive risk assessment.
To facilitate a thorough analysis, we recommend obtaining additional documentation, including:
- Detailed corporate structure diagrams
- Inter-entity service agreements
- Limited Partnership agreement specifics
- Asset flow diagrams
- Fee structure arrangements
We strongly urge Agora to clarify these critical aspects of organizational structure and governance. We welcome further engagement with Agora to complete our due diligence process and look forward to their response addressing these information gaps.