Documentation

Incorporate turns a token into a company. Every trade pays the company revenue, every shareholder is on the payroll, and the payroll is paid out of what the company actually earned — never out of anyone else's money.

What this is

Most tokens pay a trading tax to whoever created them. Incorporate takes the same tax and pays it to the people holding the token instead, on a fixed, decelerating schedule modelled on a corporate payroll.

There is no staking, no locking, no claiming and no deposit. Holding shares is employment. If you hold, you are on the payroll, and you are paid automatically every pay period until you sell.

The company

Filing a company issues a token. The token is that company's shares. Holding shares makes you an employee; selling them ends your employment.

Each company gets its own treasury — a real wallet, holding only that company's money, spendable only on that company's payroll.

A newly filed company trades on a private round (a bonding curve). Once it reaches its threshold it goes public and lists on the open market. Going public changes where the shares trade; it does not change the payroll.

Revenue

Every trade in a company's shares — buy or sell — pays 4% revenue to that company. The rate is fixed when the company is filed and can never be changed afterwards, by anyone, including the founder.

That revenue is split the moment it lands:

• 3% — payroll. Paid to shareholders on the schedule below.
• 1% — share buyback. Buys $INC on the open market and retires it permanently.

The split happens at the point revenue arrives, not at the point payroll is paid. This matters: it means the payroll schedule only ever operates on money that is already earmarked for employees. The buyback cannot reach into wages that have already been earned.

Who gets paid

Every holder of a company's shares is on its payroll, automatically, from the moment the shares arrive in their wallet. There is nothing to sign up for and nothing to claim.

Employment ends only when the shares leave. Selling is the sole way to resign.

Payroll weight

Payroll is divided by weight, not headcount. Your weight is:

Your pay for a period is your share of the total weight on the books:

Shares scale linearly. That is deliberate: splitting a position across several wallets produces exactly the same total weight as holding it in one, so there is nothing to gain by fragmenting a position.

Seniority

Seniority is a multiplier from 1× to 4×. It begins accruing the moment you are hired and reaches its cap after three fiscal quarters of continuous employment.

It accrues continuously rather than in steps, and it is measured against the company's own payroll calendar — not wall-clock time and not chain time. A company whose Registrar is paused does not accrue seniority for anyone while it is paused.

Seniority cannot be bought. Time served is the only input, which makes it the one form of standing in the system that capital cannot shortcut.

Attendance

Attendance starts at 1× and halves for each consecutive pay period you are missed. After four consecutive misses it reaches zero and you are off payroll.

• 0 missed — 1.000×
• 1 missed — 0.500×
• 2 missed — 0.250×
• 3 missed — 0.125×
• 4 missed — 0 — off payroll

Weight belonging to someone off payroll is not burned. It is simply not counted, so the remaining employees divide the same payroll among fewer shares.

Pay periods and fiscal quarters

• A pay period is 60 seconds. One payroll run.
• A fiscal quarter is 5 pay periods — 5 minutes.

A company's calendar is driven by how many payroll runs it has actually had, not by how long ago it was filed. A company only ages when it is paid. If the Registrar stops, the calendar stops with it, and the schedule resumes exactly where it left off rather than fast-forwarding.

The payout schedule

Each pay period distributes a percentage of the treasury's payroll balance. That percentage halves every fiscal quarter until it reaches a permanent floor.

Because the rate applies to what remains rather than to a fixed figure, the treasury is mathematically undrainable. It converges; it never empties. A company with no trading still pays, just progressively less.

Runway

Runway is how many periods of revenue must be sitting in the treasury for payroll to hold steady at the current rate. It is simply the inverse of the payout rate, which is why it doubles exactly as the rate halves — 13× at filing, 200× from Q4 onward.

The payroll run

Once per pay period, for each company, the Registrar performs four steps:

1. Collect. Move accrued revenue out of the market toward the clearing account. Stops once a company goes public, after which revenue is routed directly.
2. Deposit. The treasury withdraws what it has accrued. This is the only step that moves money into a treasury, and it is where the 3%/1% split is applied.
3. Assess. Read the share register, compute every employee's weight, and take the quarter's percentage of the payroll balance.
4. Pay. Issue cheques largest first, to a maximum of 25 per period.

Every cheque is recorded against (company, period, employee). That record is what makes paying the same period twice structurally impossible: a Registrar that crashes and restarts mid-run collides with its own records rather than paying anyone a second time.

The treasury

Each company's treasury is a real wallet, derived deterministically from the Registrar's key and a public per-company salt. It exists as an address before the company is filed, which matters enormously: the revenue recipient is fixed permanently at filing, so the treasury must already exist to be named.

No treasury key is ever stored. Signing authority is re-derived on demand and discarded.

The spendable payroll balance is the treasury balance minus the accrued buyback, minus a small reserve kept back so the company can always afford to send the next cheque.

The Registrar

One service runs payroll for every company, once per pay period. Its status is derived from its own activity rather than self-reported, so a Registrar that has crashed cannot claim to be running:

• Running — completed a run recently.
• Paused — ran before, but not lately. Calendars are frozen.
• Not started — has never run for this company.

Incorporating

Fixed by the registry and not negotiable: the 4% revenue rate, the share supply, and the market structure. Chosen by the founder: name, ticker, description, logo, and share currency.

A founder may optionally take an opening position at filing. Logos are pinned to IPFS before signing so the recorded address is immutable.

Share currency

A company can be denominated in any currency the registry approves — the native coin, a stablecoin, or a tokenised equity such as an index or a single stock.

Currencies differ in precision, and the minimum cheque is set per currency accordingly — a fixed figure that is sensible for one currency can be meaningless or punitive in another.

Listing an existing company

A token that already exists can be listed. Its name, ticker, market and status are read from the chain.

A listed company keeps its original revenue recipient — a treasury cannot be derived for a wallet the Registrar does not control. Payroll therefore only runs if that recipient is an address the Registrar can actually pay from. A company with a 0% revenue rate has no payroll and cannot employ anyone.

Constants

Edge cases

• Cheque too small to be worth sending — skipped, and the money stays in the treasury for the next period rather than being spent on transaction costs.
• More than 25 employees owed — the largest 25 are paid. Every share is still calculated against the full payroll weight, so being outside the window never inflates anyone else's cheque.
• Splitting a position — no advantage. Weight is linear in shares.
• Treasury out of native coin — the run is skipped and reported, rather than half-paying a period.
• Company age — counted in payroll runs, never in calendar time.