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OnchainTA – Non-Custodial Transfer Agent for Digital Asset Securities

Executive Summary

OnchainTA is one of the first non-custodial transfer agents designed specifically for digital asset securities. Unlike traditional transfer agents or custodial models, OnchainTA does not hold investor assets. Instead, investors retain ownership of their securities in their own wallets, while OnchainTA provides the regulatory, compliance, and operational functions required of a transfer agent.

Through a combination of smart contracts, web3 interfaces, and compliance frameworks, OnchainTA ensures that securities transfers, replacements, corporate actions, and shareholder recordkeeping are executed seamlessly onchain while remaining compliant with U.S. securities regulations.

This innovative approach redefines the transfer agent model by introducing transparency, efficiency, and investor empowerment while preserving the regulatory safeguards expected in capital markets.

Overview

OnchainTA sits at the core of the post-subscription and post-settlement lifecycle for digital asset securities. It delivers three foundational advantages:

  1. Non-Custodial Operation – Investors retain control of their assets in their wallets; OnchainTA does not hold securities.
  2. Automated Compliance – Transfers, replacements, and corporate actions are executed through smart contracts that ensure SEC compliance.
  3. Peer-to-Peer Enablement – Investors can directly trade with each other without intermediaries, while OnchainTA enforces regulatory constraints such as holding periods and whitelist verification.

This model creates a transparent, auditable, and investor-centric framework for the administration of digital asset securities.

Key Capabilities

1. Ownership Tracking & Verification

  • Maintains the official master securityholder file using blockchain-based smart contracts.
  • Enables issuers, investors, and the public to verify ownership of securities tied to specific wallets.
  • Automatically updates capitalization tables as securities are traded.

2. Replacement of Lost Digital Assets

  • Provides mandatory replacement services for regulated digital asset securities if investors lose wallet access or private keys.
  • Ensures compliance with securities laws requiring replacement, unlike unregulated utility tokens or cryptocurrencies which cannot be recovered.

3. Regulated Transfers & Peer-to-Peer Trading

  • Ensures transfers comply with holding periods, accreditation rules, and other securities laws.
  • Automates whitelist management: transferees must register and complete KYC/AML before receiving assets.
  • Facilitates direct, peer-to-peer trading of securities between verified wallets without intermediaries.

4. Dividend and Distribution Services

  • Distributes dividends and other issuer payments using Merkle claims or distribution smart contracts.
  • Supports innovative methods such as perk tokens redeemable for stablecoins like USDC.
  • Enables issuers to run compliant dividend reinvestment or reward programs.

5. Corporate Actions Management

  • Automates processes for stock splits, reverse splits, conversions, and other corporate actions.
  • Supports issuer-initiated communications and proxy distributions.
  • Provides flexible smart contract-driven tools for evolving issuer needs.

6. Investor Services

  • Dashboard for investors to track their holdings and transfers.
  • Automated access to account transcripts, ownership verification, and transfer status.
  • Compliance-friendly audit logs for inquiries and dispute resolution.

7. Issuer Services

  • Real-time capitalization tables accessible on demand.
  • Secure, compliant issuance of new securities.
  • Administration of issuer-sponsored plans such as DRIPs, DSPPs, and ESPPs.

8. Compliance and Safeguards

  • Restricted securities management: enforces legends and prevents unauthorized resale.
  • Integrated KYC/AML workflows and OFAC screening for wallet addresses.
  • Full audit trail of transfers, corporate actions, and shareholder communications.
  • Cybersecurity and two-factor authentication for secure access.

Strategic Value

For Investors

  • Asset Security: Non-custodial model ensures investors always control their securities.
  • Regulatory Protection: Lost securities are replaced in compliance with law.
  • Direct Trading: Peer-to-peer functionality reduces costs and friction.

For Issuers

  • Real-Time Transparency: Automated capitalization tables and shareholder records.
  • Reduced Overhead: Smart contract-driven compliance reduces reliance on intermediaries.
  • Direct Engagement: Corporate actions, dividends, and proxy votes executed seamlessly.

For the Capital Markets

  • Innovation within Regulation: A modern transfer agent model fit for digital asset securities.
  • Efficiency: Eliminates legacy bottlenecks of clearance and settlement systems.
  • Scalability: Supports regulated securities today, while adaptable for evolving digital asset classes.

Conclusion

OnchainTA redefines the role of the transfer agent in the digital era. By combining non-custodial ownership, smart contract automation, and regulatory compliance, it delivers a modern framework for managing digital asset securities.

Investors retain control. Issuers gain transparency. Regulators receive compliance. And markets move closer to a future of direct, efficient, and trustworthy securities administration.

Traditional Transfer Agent vs. OnchainTA

Feature / FunctionTraditional Transfer AgentOnchainTA (Non-Custodial Digital Asset Transfer Agent)
Custody of AssetsTypically custodial or operates through intermediaries (banks, trusts, DTC).Non-custodial – investors retain full control in their own wallets.
RecordkeepingMaintains centralized shareholder records; manual updates common.Automated, blockchain-based master securityholder file updated via smart contracts.
Ownership VerificationPeriodic statements or confirmations issued by mail/email.Real-time ownership verification onchain; public visibility with privacy preserved.
Securities ReplacementManual re-issuance of lost paper/electronic certificates.Automated replacement of digital asset securities if wallet access is lost (regulated securities only).
TransfersManual processing, requires clearing/settlement systems.Direct peer-to-peer transfers between verified wallets; smart contracts enforce compliance.
Holding Period ComplianceManaged manually with transfer restrictions and legal opinions.Automated via whitelist and smart contract enforcement of holding periods.
Dividend / DistributionDividends distributed by check, ACH, or broker intermediaries.Automated via smart contracts, Merkle claims, or perk tokens redeemable for stablecoins.
Corporate ActionsRequires manual coordination for splits, mergers, conversions.Smart contract–driven automation of splits, reverse splits, and conversions.
Capitalization TableUpdated manually, often with time delays.Automatically updated in real time as trades occur.
Communication with InvestorsIssuer relies on agent to mail proxy materials, notices, etc.Automated dashboards, smart contract notifications, and digital communications.
KYC/AML & Sanctions ScreeningOften performed by brokers, not transfer agents directly.Integrated KYC/AML & OFAC checks for investors and wallets.
Settlement SpeedT+2 or longer, depending on clearing/settlement systems.Near-instant settlement onchain with compliance checks.
Transparency & AuditabilityLimited; depends on periodic reports and reconciliations.Full audit trail recorded onchain; transparent and verifiable.
Regulatory ComplianceOperates under SEC/FINRA rules; many processes are manual.Fully compliant with SEC rules but automated through smart contracts.
ScalabilityLimited by human processing capacity and infrastructure.Scalable by design; smart contracts and APIs support global participation.