TODA and LLC Incorporation
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TODA and LLC Incorporation

Rewritten May 3, 2024

Challenge:

Today, on the planet, in some jurisdictions, it's possible for an AI system to own a LLC. In fact, it's already happened in one jurisdiction. Skim “Legal Identity Vs. Legal Personhood ” This articles examines the corporate legal identity, proposing use of TODA to prove:

  • The company is who they claim to be and,
  • Who it's owners are, be they humans or an AI system

What's TODA?

I was introduced a few years ago to Toufi Saliba . He's Global Chair of IEEE's International Protocols for AI Security, who, together with Dan Toliver had produced a new protocol called TODA. I’ve inserted many links about this at the end of this section for you to review.

The short version is it works at transactional speeds, leveraging Merkle math and cycles, able to prove that a transaction, from end point 1 to end point 2, occurred on X date, at Y time, containing a TODA file (which can be anything) with a hash of the file as well.

I knew when I saw this I was looking at a new foundational piece for not only rethinking legal identity but also enterprise identity. I could see the TODA file could contain unique identifiers and credentials. This could be securely written to the entity's source code. I also saw enterprises creating TODA “capability files” able to specify what authorization rights an entity has.

i also liked the fact TODA works at transactional speeds. Why? Consider an AI system on the planet. it has the abilities today to create digital bots at speeds of thousands to millions PER SECOND, WHICH IN THE NEXT INSTANCE CAN BE OPERATING ANYWHERE ON THE PLANET. Thus, TODA has the ability to deal with this.

TODA Links:

The TODA Protocol

TODA and Paper...

One of the reasons I liked TODA, when I first came into contact with it, is it's ability to emulate paper . The protocol allows for a digital version of it, to be passed along, always verifying it's the same document the original issuer issued, unchanged. Further, the date and time of issuance can also be assured. Knowing this, come with me to the world of legal incorporation...

New Age Incorporation Requirements

Here are what I see as new age incorporation requirements:

  • The incorporation document issued by a jurisdiction MUST BE to existing global standards, both physically and digitally
  • The jurisdiction issuing the incorporation MUST digitally sign the digital version
  • The jurisdiction MUST also indicate in the incorporation if the company is owned by AI systems.
  • The digital version of the incorporation MUST be able to prove it was issued on a specific data, time and the contents weren't changed from the issuer to the person legally representing the company
  • The company should be in control of its own legal incorporation able to prove both physically and digitally they are who they claim to be
  • Any other legal information about the company, which the company files with the jurisdiction, should be under the control of the company to release to others, as they decide or, are required to by law and regulations

Enter TODA...

As described above, TODA can emulate a piece of paper. Within the TODA protocol, it allows for a TODA file. I'm proposing all jurisdictions around the planet, take existing global standards for incorporation where available, and use these as standards for the LLC incorporation TODA file (there's no need to reinvent wheels). In cases where jurisdictions don't adhere to global standards, they would output the information to a common TODA incorporation format, which is to global standards.

The jurisdiction, when ready to issue the incorporation, would not only issue the traditional pieces of paper, but also issue a digital TODA file, which is digitally signed by the jurisdiction, and then sent using TODA to the recipient, on a specific data and time. The transaction itself, as well as the contents, can all be verified as being issued by a specific jurisdiction, on a specific date and time, with the contents unaltered, to the recipient. Note - the jurisdiction would provide, as part of the Toda file, notification if the company is owned by AI systems or not.

The company can now leverage this in any legal contract work, requiring the company to prove it's own identity. The party or parties entering into contracts with the company, can read the TODA file portions, the company grants them access to, and can digitally verify the issuer by checking the digital signature.

Enter GLEIF

GLEIF was created to provide a global legal identifier for corporations. This is good. I'm suggesting that when GLEIF issues the global legal identifier, it writes it into the LLC's Toda file, digitally signing it. Thus, when a corporation wants to, it can release it's GLEIF legal identifier to others.

Changes to a Corporation Registry

Any changes to a corporation's registry must be made by the authoritative source, i.e. the jurisdiction. When these occur, the jurisdiction would amend the company's TODA file. These changes would occur instantly.

Decentralized Corporation Identity Management

The framework above allows jurisdictions to still be in control of their incorporation functions. It allows GLEIF to also issue legal identifiers. However, it now gives a corporation, the ability to prove who they legally are, both physically and digitally, anywhere on the planet, at their discretion or, unless otherwise required by laws and regulations, to global digital standards. Any changes to the corporation's legal status can be instantly made by the jurisdiction.

Architectures Being Proposed To Governments

My Message To Government & Industry Leaders

Summary

We're entering a major paradigm shift where our old ways won't work well anymore. As AI system ownership of LLC becomes common, it requires out of the box thinking for our out of the box times. The use of legal identities for AI systems, plus TODA and GLEIF allow a local state/provincial jurisdiction to still keep control, but plug into a global LLC framework which can work at "warp speed".

About Guy Huntington

I'm an identity trailblazing problem solver. My past clients include Boeing, Capital One and the Government of Alberta's Digital Citizen Identity & Authentication project. Many of my past projects were leading edge at the time in the identity/security space. I've spent the last eight years working my way through creating a new legal identity architecture and leveraging this to then rethink learning.

I've also done a lot in education as a volunteer over my lifetime.?This included chairing my school district's technology committee in the 90's - which resulted in wiring most of the schools with optic fiber, behind building a technology leveraged school, and past president of Skills Canada BC and Skills Canada.

I do short term consulting for Boards, C-suites and Governments, assisting them in readying themselves for the arrival of AI systems, bots and AI leveraged, smart digital identities of humans.

I've written LOTS about the change coming. Skim the?over 100 LinkedIn articles ?I've written,?or my webpage ?with lots of papers.

Quotes I REALLY LIKE!!!!!!:

  • We cannot solve our problems with the same thinking we used when we created them” – Albert Einstein
  • “Change is hard at first, messy in the middle and gorgeous at the end.” – Robin Sharma
  • “Change is the law of life. And those who look only to the past or present are certain to miss the future” – John F. Kennedy

Reference Links:

An Identity Day in The Life:

My Message To Government & Industry Leaders:

National Security:

Rethinking Legal Identity, Credentials & Learning:

Learning Vision:

Creativity:

AI Agents:

Architecture:

AI/Human Legal Identity/Learning Cost References

AI Leveraged, Smart Digital Identities of Humans:

CISO's:

Companies, C-Suites and Boards:

Legal Identity & TODA:

Enterprise Articles:

Rethinking Enterprise Architecture In The Age of AI:

LLC's & AI:

Challenges With AI:

New Security Model:

DAO:

Kids:

Sex:

Schools:

Biometrics:

Legal Identity:

Identity, Death, Laws & Processes:

Open Source:

Notaries:

Climate Change, Migration & Legal Identity:

"Human Migration, Physical and Digital Legal Identity - A Thought Paper

Fraud/Crime:

Behavioral Marketing:

AI Systems and Bots:

Contract Law:

Insurance:

Health:

AI/AR/VR Metaverse Type Environments:

SOLICT:

EMP/HEMP Data Centre Protection:

Climate:

A 100,000-Foot Level Summary Of Legal Human Identity

  • Each person when they’re born has their legal identity data plus their forensic biometrics (fingerprints, and later when they can keep their eyes open – their iris) entered into a new age CRVS system (Civil Registration Vital Statistics - birth, name/gender change, marriage/divorce and death registry) with data standards
  • The CRVS writes to an external database, per single person, the identity data plus their forensic biometrics called a SOLICT “Source of Legal Identity & Credential Truth).?The person now controls this
  • As well, the CRVS also writes to the SOLICT legal identity relationships e.g. child/parent, cryptographically linking the SOLICTs.?So Jane Doe and her son John will have cryptographic digitally signed links showing their parent/child.?The same methodology can be used for power of attorney/person, executor of estate/deceased, etc.
  • The SOLICT in turn then pushes out the information to four different types of LSSI Devices “Legal Self-Sovereign Identity”; physical ID card, digital legal identity app, biometrically tied physical wristband containing identity information or a chip inserted into each person
  • The person is now able, with their consent, to release legal identity information about themselves.?This ranges from being able to legally, anonymously prove they’re a human (and not a bot), above or below age of consent, Covid vaccinated, etc.?It also means they can, at their discretion, release portions of their identity like gender, first name, legal name, address, etc.
  • NOTE: All consents granted by the person are stored in their SOLICT
  • Consent management for each person will be managed by their PIAM “Personal Identity Access Management) system.?This is AI leveraged, allowing the person, at their discretion, to automatically create consent legal agreements on the fly
  • It works both locally and globally, physically and digitally anywhere on the planet
  • AI systems/bots are also registered, where risk requires it, in the new age CRVS system
  • Governance and continual threat assessment, is done by a new, global, independent, non-profit funded by a very small charge per CRVS event to a jurisdiction to a maximum yearly amount.

A 100,000-Foot Level Summary Of The Learning Vision:

  • When the learner is a toddler, with their parents’ consent, they’ll be assessed by a physical bot for their learning abilities.?This will include sight, sound, hearing and smell, as well as hand-eye coordination, how they work or don’t work with others, learning abilities, all leveraging biometric and behavioral data
  • All consents given on behalf of the learner or, later in the learner’s life by the learner themselves, are stored in the learner’s SOLICT “Source of Legal Identity & Credential Truth
  • This is fed into a DLT “Digital Learning Twin”, which is created and legally bound to the learner
  • The DLT the produces its first IEP “Individualized Education Plan”, for the learner
  • The parents take home with them a learning assistant bot to assist the learner, each day, in learning.?The bot updates the DLT, which in turn continually refines the learner’s IEP
  • All learning data from the learner is stored in their LDV “Learner Data Vault”
  • When the learner’s first day of school comes, the parents prove the learner and their identities and legal relationship with the learner, via their LSSI devices (Legal Self-Sovereign Identity)
  • With their consent, they approve how the learner’s identity information will be used not only within the school, but also in AI/AR/VR learning environments
  • As well, the parents give their consent for the learner’s DLT, IEP and learning assistant bot to be used, via their PIAM (Personal Identity Access Management) and the learner’s PIAM
  • The schools LMS “Learning Management System” instantly takes the legal consent agreements, plus the learner’s identity and learning information, and integrates this with the school’s learning systems
  • From the first day, each learner is delivered a customized learning program, continually updated by both human and AI system/bot learning specialists, as well as sensors, learning assessments, etc.
  • All learner data collected in the school, is stored in the learner’s LDV
  • If the learner enters any AI/AR/VR type learning environment, consent agreements are created instantly on the fly with the learner, school, school districts, learning specialists, etc.?
  • These specify how the learner will be identified, learning data use, storage, deletion, etc.
  • When the learner acquires learning credentials, these are digitally signed by the authoritative learning authority, and written to the learner’s SOLICT.
  • The SOLICT in turn pushes these out to the learner’s LSSI devices
  • The learner is now in control of their learning credentials
  • When the learner graduates, they’ll be able, with their consent, to offer use of their DLT, IEP and LDV to employers, post-secondary, etc.?This significantly reduces time and costs to train or help the learner learn
  • The learner continually leverages their DLT/IEP/LDV until their die i.e., it’s a lifelong learning system
  • IT’S TRANSFORMATIONAL OVER TIME, NOT OVERNIGHT

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