The following list of questions and answers were compiled from other forum posts and previous Meta-governance meetings on this subject. Some of these answers are from forum posts, and some are directly from the quoted individuals.
Overview & Strategic Questions
What is the core intent of OpenBox? Is the investment in just another gTLD applicant, or one whose core focus is on pushing the interplay between ENS and DNS?
Brandley: OpenBox is not just another gTLD applicant. Its mission is to unify DNS and ENS by building infrastructure that brings ENS-native functionality to DNS-based domains through the Open Domain Protocol (ODP). The goal is to standardize onchain identity across the internet and expand the ENS ecosystem. To support this, OpenBox also plans to acquire and operate strategically important TLDs aligned with this vision.
Why does OpenBox need $1M/year from the DAO when they already have $45M in committed capital? What makes the DAOâs investment materially impactful?
Brandley: OpenBox is seeking the long-term strategic alignment. The DAOâs $5M investment secures ENS a meaningful stake in shaping how DNS-based domains integrate with ENS. It reinforces credible neutrality, ensures protocol influence, and anchors ENS at the center of a growing onchain identity standardâwhile also providing long-term economic upside.
Should the DAO even be making equity investments? Is that part of its mission?
Brandley: If the DAO mission is defined by the Constitution, then this specific investment would be furthering Article IV.
Why canât OpenBox collaborate with ENS without this investment?
Brandley: We canâbut this proposal isnât just about collaboration. Itâs about making a deep, mutual commitment. ENSâs investment helps set OpenBox up for success from a position of strength, and in return, puts ENS at the center of a major extension of its ecosystem. It gives the DAO a real stake in our successâboth strategically and financially.
How exactly does acquiring TLDs advance ENS-native identity?
mely.eth: Every single one of our partners and integrators who want to acquire and use their own gTLD will be able to do so under the Umbrella of ENS, Namechain, and OpenBox. ENS is in the best position to support brands and companies in this endeavor.
Financial & Investment Structure
Whatâs the math behind the projected $1-1.5M annual cash flow from a $5M investment? Can you share financial models with projections/assumptions?
Brandley: In the base case, I expect the business to generate a 20â30% annual cash-on-cash return. A $50M investment into building the ODP and acquiring TLDs should yield $10â15M in free cash flow per year. With a 10% stake, ENS could expect $1â1.5M in annual treasury income. In my view, this is a conservative and reasonable projection based on industry experience.
Whatâs the current company valuation? Who else is on the cap table?
Brandley: Weâre proposing a simple, money-in valuation: $50M post-money based entirely on invested capital. Under this structure, Intercap would invest $45M for 90%, and ENS would invest $5M for 10%. There are no other investors in the proposal at this stage. This approach is intentionally simpleâdesigned to be fair and aligned for both parties.
What does the $5M specifically finance vs. the $45M from Intercap?
Brandley: At this stage, weâre envisioning a $50M initial capital plan allocated roughly as follows:
- $2M for building the Open Domain Protocol (ODP)
- $1M for business development
- $47M for TLD acquisition.
Is the equity going to be streamed along with the investment funds?
Brandley: The exact mechanics are still to be finalized by lawyers. The intent is a 90% / 10% ownership split between Intercap and the DAO. The proposed $1M per year structure is a unique approach weâre considering to accommodate the DAOâs cash flow needs. Final terms around equity distribution and vesting (if any) will be worked out in the next phase.
Legal & Governance Structure
Are there any additional legal expenses, D&O insurance, or other ongoing costs that need to be considered for the Foundation?
Answer: Yes. The Foundation will need to hire legal counsel to review the terms of the deal. The Foundation has appointed Alexander Urbelis as its counsel to oversee this process and arrangements with outside counsel.
How much additional work would there be for the Foundation directors? Were they elected with this type of activity in mind?
Brandley: The proposed investment would give ENS a minority stake in OpenBox with minimal overhead for Foundation directors. It includes standard shareholder rightsânothing beyond whatâs typical in a passive investment. Directors were not elected to operate businesses, and this structure respects that by limiting their responsibilities while still securing a meaningful position for ENS.
What review or ratification process allows the DAO to weigh in before contracts are finalized?
5pence.eth: There will be an initial social proposal that would confirm the DAOâs intent to engage in this partnership. If that social proposes passes, a Due Diligence period would begin, during which additional details about the investment would be finalized. The process would culminate with an executable proposal that the DAO will have to confirm through standard governance procedures.
Will delegates see and comment on the legal docs before theyâre signed?
Answer: Itâs not practical or wise for the definitive legal documents to be made fully public for open commentary because those documents will contain information that is confidential, sensitive and negotiated in good faith between parties. The DAO should retain oversight through its appointed directors, legal counsel, and the due diligence committee, and those appointed persons should be able to effectively communicate information to the wider DAO as necessary.
Do the directors view equity investments as part of their remit?
Answer: This is really a question that we should pose to individual directors; however, if things progress with this project, it is clear that directors should begin to view their remit as including oversight of Foundation investments consistent with their fiduciary obligations to the Foundation.
What legal risks exist to the Foundation and to the DAO through such an action?
Answer: The DAO, as would any minority investor, faces several legal risks, primarily stemming from limited control and potential for majority shareholder abuse. However, statutory and contractual protections exist, and the DAOâs counsel will make sure that the ultimate deal accounts for these concerns.
Will the Foundation directly own the equity or establish a holding company to isolate this investment?
Answer: It is possible for the Foundation to hold the equity outright, but we may establish a special purpose vehicle to hold the equity. We will be addressing the pros and cons of each approach carefully with counsel.
Who will perform due diligence, draft/review legal documentation, and verify compliance with Cayman Islands laws?
Answer: As mentioned before, the Foundation has appointed Alexander Urbelis to oversee this process and he will be working with local counsel in the Cayman Islands to address compliance concerns.
Control & Oversight
What regular reporting mechanisms would be established to keep the DAO informed?
Brandley: OpenBox management could commit to providing quarterly reports to the DAO. These could include financial summaries, key milestones, TLD acquisition progress, protocol development updates, and any material changes to strategy or operations. Iâm also open to joining periodic community calls to maintain transparency and keep the DAO engaged as a strategic partner.
This is an issue for the DAO to address but we would suggest quarterly updates and are open to hearing what types and forms of updates would be most helpful to the DAO.
Should the DAO appoint a sub-team to manage such an investment?
5pence.eth: Yes. If the Social proposal passes, a Due Diligence Committee will be formed of:
- The three ENS Foundation directors
- Two delegates appointed by the Meta-Governance working group
- One representative from ENS Labs (non-voting observer)
The committee will report to metagov weekly, and will also share what it can publicly during the Meta-governance calls.
Who decides on the TLDs that the entity applies for, and who is party to those conversations?
Brandley: Decisions about which TLDs to pursue will be made by OpenBox management in consultation with the companyâs board. These decisions will be informed by strategic fit, market opportunity, and alignment with the mission of expanding ENS-compatible infrastructure.
Would the DAO have information rights, observer status, or board representation?
Brandley: OpenBox management intends to recruit a board member from the ENS community to ensure strong alignment and ongoing perspective. In addition, management will commit to providing structured quarterly updates to the Meta-Governance working group, covering financials, key milestones, and strategic developments. This ensures the DAO remains informed and meaningfully engaged without introducing formal governance complexity.
Technical & Product Questions
If ODP is open-source, where is the code or roadmap? Can the community follow along, test, or contribute?
Brandley: We intend to develop core components of the Open Domain Protocol (ODP) as open-source software. While the project is still in its early stages, we plan to share code and design specs publicly as they mature. We also expect to actively involve the ENS community in the build-outâpotentially through employment or contractor roles.
Are there any existing or planned patents related to ODP? How would that intersect with building an open-source standard?
Brandley: Openbox currently has no patents. Weâll pursue an IP strategy that aligns with the ENS Constitutionâprotecting the openness of ODP while maximizing its long-term value for ENS and the ecosystem.
Who are Intercapâs established relationships with Registry software providers?
Brandley: Intercap has been active in the domain industry for over a decade and maintains strong relationships with most of the key players.
How many TLD extensions are you intending to apply for?
Brandley: Itâs too early to give a precise numberâthere are still many unknowns in the ICANN process. That said, our ambition is to directly or jointly pursue 20+ TLDs that we believe are strategically important to the next generation of identity infrastructure.
Is there an option for adjustable fees for each 2nd-level domain minted after a TLD is tokenized via ODP?
Brandley: OpenBox intends to generate revenue through both direct-to-consumer (DTC) services and business-to-business (B2B) offerings. This includes providing registry and registrar infrastructure to third-party TLD operators who want to leverage ODP for tokenization and ENS integration. Fee structuresâincluding per-domain pricingâwould be adjustable based on the use case. ENS gains exposure to this revenue through its equity stake in OpenBox, and Namechain may also earn fees as part of the broader system.
Timing & Risk
Given ICANNâs complexity, would it be more prudent to wait until at least one gTLD has been successfully awarded?
clowes.eth: Premature? If anything it is the opposite - time is of the essence. The last gTLD application process was back in 2014, and the process⌠its ICANN⌠is a huge lift.
jamesbeck: Based on the meetings and intel @Alexu and I gathered at the ICANN meeting in March, there are several competing protocols that have already been pitching registries, registrars, and web3 companies on assisting with the 2026 gTLD round applications.
cap: Iâve been doing a lot of research into ICANNâs upcoming TLD auction, and I can confirm that other companies, pioneering the DomainFi model, are aggressively leveraging it to help other companies secure their TLDs and at the same time onboard them to their own chains/protocols.
Could the proposal proceed with a social vote as a non-binding LOI, contingent on ICANN progress?
5pence.eth: The proposal will begin with a Social vote, but it will not be contingent upon ICANN progress.
How will OpenBox handle potentially huge contention set payoffs in the ICANN round?
jamesbeck: They are changing the contention set rules for 2026. In 2012, there were private auctions that ended pushing some gTLDs into the multi-millions. For the 2026 round, they are prohibiting private auctions⌠They will also employ the âascending clock second-price auction methodâ also known as the Japanese auction.
Team
Who from Intercap will be leading the OpenBox initiative
Answer:
Jason Chapnik
Founder & CEO of Intercap
Jason Chapnik is the founder, Chief Executive Officer, and Chair of Intercap Inc., bringing over 30 years of experience as an investor and entrepreneur. He was the founder of .TV Corporation, pioneering the commercialization of the .tv domain extension before its acquisition by VeriSign. Jason played a key role in the success of Dealer.com and Dealertrack, helping drive innovation in automotive retail technology before their acquisitions by Cox Automotive. He currently serves on the Board of numerous innovative companies, including Docebo Inc., E Automotive Inc. (âE Inc.â), and Plex Inc.
Josh Brandley
Operating Partner at Intercap
Josh Brandley is a seasoned entrepreneur and operating CEO with a proven track record of scaling ventures from startup to significant profitability. With a background in electrical engineering from the University of Toronto and an MBA from Columbia University, he combines deep technical expertise with strategic business acumen. Over the past decade at Intercap, Josh has played a pivotal role in incubating and scaling technology businesses through a blend of organic growth, investments, and acquisitions. He leads the development of cutting-edge technology in the domain industry, driving innovation behind platforms such as my.box, my.inc, 3DNS Inc., and the Open Domain Protocol, shaping the future of digital identity and decentralized web infrastructure.
ENS Labs Involvement
ENS Labs is an independent entity - how can the DAO ensure their resource contribution if they canât be compelled?
katherine.eth: ENS Labsâs core mission is to develop core software development of the ENS protocol and is soley focused on the development and success of ENS. This includes: maintaining and evolving the ENS protocol (including Namechain), driving integrations and partnerships, and supporting .eth growth through marketing and business development. The goals of Openbox align directly with this mission, and the resources that ENS Labs will contribute in this initiative would fall within the responsibilities of ENS Labs.
What specific resources would ENS Labs be expected to contribute?
5pence.eth: Based on the proposal, ENS Labs would consider contributing: Engineering resources to support the co-development of the Open Domain Protocol, with a particular focus on its native integration with Namechain and the broader ENS infrastructure. Collaboration on marketing and business development, including integration of ODP-based TLDs into ENS-facing products and public-facing communications.
Precedent & Future Implications
Would this be the only investment like this, or simply the first?
5pence.eth: At this time, this is the only investment of this type that the DAO is entertaining, and thereâs currently no other initiatives to seek out more arrangements like this.
What precedent does this set for future DAO investments?
5pence.eth: The precedent this sets is that when the ENS DAO is approached with strategic opportunities that directly align with our constitutional missionâparticularly Article IVâs mandate that âENS integrates with the global namespaceââwe have the capability to coordinate and leverage our resources appropriately.
This is not a precedent for becoming a general investment vehicle, but rather for mission-driven strategic action that would be used when individual community members couldnât achieve the same impact by acting alone.
Future opportunities would need to meet this same high bar to warrant the DAOâs consideration.