2026-08-26

This crypto-asset white paper has not been approved by any competent authority in any Member State of the European Union. The person seeking admission to trading of the crypto-asset is solely responsible for the content of this crypto-asset white paper.

This crypto-asset white paper complies with Title II of Regulation (EU) 2023/1114 of the European Parliament and of the Council and, to the best of the knowledge of the management body, the information presented in the crypto-asset white paper is fair, clear and not misleading and the crypto-asset white paper makes no omission likely to affect its import.

The crypto-asset referred to in this crypto-asset white paper may lose its value in part or in full, may not always be transferable and may not be liquid.

false

The crypto-asset referred to in this white paper is not covered by the investor compensation schemes under Directive 97/9/EC of the European Parliament and of the Council or the deposit guarantee schemes under Directive 2014/49/EU of the European Parliament and of the Council.

Warning

This summary should be read as an introduction to the crypto-asset white paper.

The prospective holder should base any decision to purchase this crypto-asset on the content of the crypto-asset white paper as a whole and not on the summary alone.

The offer to the public of this crypto-asset does not constitute an offer or solicitation to purchase financial instruments and any such offer or solicitation can be made only by means of a prospectus or other offer documents pursuant to the applicable national law.

This crypto-asset white paper does not constitute a prospectus as referred to in Regulation (EU) 2017/1129 of the European Parliament and of the Council or any other offer document pursuant to Union or national law.

The City Protocol ($CT) token is a multi-utility token designed to power the City Protocol ecosystem. Its primary functions include:

Governance: Providing holders with the right to propose and vote on ecosystem initiatives and plans, including the protocol roadmap, service fees, treasury grants, developer incubations and, where implemented, selected parameters relating to vault infrastructure, structured-product operations and ecosystem integrations. Governance participation does not confer ownership of, or decision-making rights over, the assets held within any vault or structured product.

Infrastructure Utility: Serving as a medium of exchange for accessing premium modular tools, identity verification services via City ID, institutional-grade vault management within the Capital Layer, and infrastructure for tokenising yield sources and configuring, issuing, operating and distributing onchain structured products. These functions include Tokenization as a Service (TaaS), Vault as a Service (VaaS), the Issuance & Operation Layer (I&OL), Neofinance as a Service (NaaS) and Attention as a Service (AaaS), together with related APIs and SDKs. Token holders may also use $CT for partial fee discounts or to pay directly for eligible services across the stack. Venzo Finance is City Protocol’s flagship product and the consumer-facing application through which City Protocol-powered products are accessed.

Incentives and Rewards: Acting as the primary incentive for protocol contributors, creators, developers, product operators, integration partners and users who contribute verifiable value to the ecosystem. $CT incentives may be distributed through grants, liquidity programmes, onboarding rewards and growth campaigns across the Attention Layer, including content creation, Viral City and the Virality Leaderboard, and the Capital Layer, including liquidity provision, vault participation and eligible structured-product distribution activities. The availability and conditions of any incentive depend on the relevant programme and applicable terms.

Staking and Service Boosts: Allowing users to stake $CT tokens, where this functionality is available, to receive infrastructure and service-related benefits, including enhanced yields in eligible vaults, lower transaction or service fees and priority access to certain yield products, structured products and curated protocol opportunities offered or powered by City Protocol. Any staking activity relates to a separate product or protocol service and is not part of the issuance of $CT itself. Staking $CT does not create a guaranteed return or an entitlement to the assets, income or redemption proceeds of any vault or structured product.

Protocol Flywheel: Facilitating a sustainable economic cycle in which revenue generated from deployed protocol services, including infrastructure, vault, issuance, operation and distribution fees, may be used for strategic $CT buybacks and treasury growth. Any allocation remains subject to the applicable treasury policy, governance process, available revenue and legal or regulatory restrictions. $CT holders have no contractual entitlement to protocol revenue, profits, dividends or buyback proceeds, and no buyback is guaranteed.

As of August 2026, the $CT token is in its pre-launch phase and is not yet available on public markets. The token is deployed as an ERC-20 token on Base and a BEP-20 token on BNB Chain (Binance Smart Chain), subject to a combined hard cap of 10,000,000,000 tokens across the two deployments. City Protocol vaults and structured products are deployed separately from the token and are carried on multiple EVM networks, including Arbitrum, where the majority of live vault assets are currently held. It is classified as a utility and governance token, intended strictly for accessing protocol services, participating in decentralized governance and receiving rewards for ecosystem contributions. Under the MiCA framework, it is considered a crypto-asset other than asset-referenced tokens or e-money tokens and is not a transferable security under MiFID II.

Not applicable

This white paper has been prepared for the purposes of seeking admission to trading on multiple crypto-asset trading platforms. The Issuer seeks to ensure broad accessibility for the $CT token by pursuing admission to trading across suitable venues.

Primary Creative Limited

Company limited by shares

Intershore Chambers, P.O. Box 4342, Road Town, Tortola, VG1110, British Virgin Islands

Intershore Chambers, P.O. Box 4342, Road Town, Tortola, VG1110, British Virgin Islands

2025-10-31

254900JDFQ2EAGJHU889

2191837

+12844942233

jwong@cityprotocol.co

030

City Foundation
CR-427284

1
KHINE THEINT THEINT ZIN
Intershore Chambers, P.O. Box 4342, Road Town, Tortola, VG1110, British Virgin Islands
Director

Primary Creative Limited is the developer of City Protocol, a modular neofinance infrastructure layer for onchain structured products, whose purpose is to make structured products cheaper to launch, operate and access onchain. The $CT token is deployed on Base and BNB Chain. City Protocol vaults and structured products are deployed separately from the token and are carried on multiple EVM networks, including Arbitrum, where the majority of live vault assets are currently held. The platform provides founders and developers with a comprehensive SDK to launch, operate and distribute tokenized vault strategies and reward campaigns through a unified integration. The principal activities include:

Neofinance-as-a-Service (Capital Layer): Providing institutional-grade vault infrastructure that mirrors traditional asset management workflows (request, valuation, settlement, and claim). The stack enables projects to integrate yield strategies and swaps through a single, non-custodial, and chain-abstracted SDK.

Community Engagement and Identity (Attention Layer): Operating "Viral City," a product that allows founders to measure community mindshare and distribute rewards based on user-generated content (UGC) impact. This is supported by "City ID," a reputation and identity layer designed to rank contribution quality and provide robust protection against Sybil attacks, and by "City Passport," a wallet-bound onchain reputation credential.

On-Chain Asset Management: Enabling the creation of audited, on-chain vaults with role-separated permissions (curator, valuation provider, admin, and whitelist manager) to ensure secure and transparent financial operations for developers and decentralized applications.

Tokenization as a Service (TaaS): infrastructure for representing yield sources, strategies, funds, vault positions or approved assets as programmable onchain products, together with product configuration, verification, reporting and lifecycle support.

Vault as a Service (VaaS): controlled vault infrastructure for deposits, share or position accounting, NAV, strategy permissions, monitoring and redemptions.

Issuance & Operation Layer (I&OL): product-level infrastructure for approved components, methodology, product NAV, subscriptions, fees, rebalancing, reporting, status controls and lifecycle events.

Neofinance as a Service (NaaS): APIs, SDKs and partner integrations that expose structured products and related financial modules through wallets, exchanges, fintech applications and other interfaces.

Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself.

Principal Markets:

The principal markets targeted by City Protocol are:

Web3 Founders and Developers: Teams seeking a modular, "all-in-one" infrastructure to launch tokenized vaults, neofinance applications, and financial services without the complexity of multiple third-party integrations.

Digital Asset Managers and Curators: Professionals requiring institutional-grade vault architecture for managing investment strategies, asset valuation, and on-chain settlement.

Community-Led Projects: Founders looking to engineer virality and incentivize authentic community growth through verifiable UGC impact and reputation-based reward systems.

The Arbitrum, Base and BNB Chain Ecosystems: As an infrastructure layer across these networks, City Protocol targets projects within them to provide a scalable foundation for neofinance applications.

Institutional DeFi Participants: Investors and entities requiring audited and permissioned on-chain financial primitives.

The objects for which the City Foundation company is established are:
(a) to act as a holding company and an investment company, with no restrictions on the objects or operations of its subsidiaries or on the nature of its of their investments;
(b) to outsource business units to third parties and entering into contractual arrangements with professional and other service providers;
(c) to provide financial assistance or benefits to beneficiaries as designated or determined under the articles of association; and
(d) to do all such lawful things as in the opinion of the directors are or may be incidental or conducive to the above objects.

true

Not applicable as the person seeking admission to trading has not been established for the past three years.

Financial Resources:

• Completed a Seed round and a Private round raising approximately $11 million in aggregate, with investments from Dragonfly, Jump, CMT Digital, Mirana, Bitscale Capital, Stratified Capital, Adaverse and other investors.
• Capital is allocated to the development and maintenance of City Protocol’s existing and planned products, including City ID, City Passport, Viral City, Neofinance as a Service, Vault as a Service, Tokenization as a Service, Issuance and operation layer, and Venzo, together with its tokenisation, vault, structured-product, API, SDK and distribution infrastructure. Funding also supports community growth, marketing, fair-launch mechanisms, product operations and the project’s long-term sustainability.

Human Resources:
Development Team: The project is led by a team of experienced entrepreneurs and engineers from the blockchain, consumer application and venture capital sectors. Development and operational resources support both the project’s existing products and its newer infrastructure for tokenised-yield products, vault operations, structured-product issuance, lifecycle management, APIs, SDKs and distribution.

Foundation: A portion of the available funding is allocated to the Foundation to support the project’s ongoing development, administration and operations, including the continued maintenance of existing modules and the development of new infrastructure and products.

Marketing: The project has allocated funding to community, creator and distribution growth for City Protocol-powered products. Marketing and distribution resources also support the presentation and distribution of eligible City Protocol-powered products through the Attention Layer, Venzo Finance and other approved interfaces.

Technological Resources:

City Protocol has developed or is developing several core technology modules.

City ID: A portable, verifiable reputation system that tracks trading conviction, community building and content creation, producing a multidimensional reputation score for ecosystem participants. City ID may also support eligibility, access and contribution-based functions across other City Protocol products where those functions have been implemented.

Viral City: An AI-assisted short-form video creation tool that enables communities to generate on-brand content with automatic attribution. Viral City remains part of the project’s Attention Layer and supports creator participation, content distribution and related ecosystem incentives.

Tokenization as a Service (TaaS): Infrastructure for configuring tokenised-yield products, including the selection and validation of underlying components and the configuration of product methodology, fees, eligibility requirements and other product-level parameters.

Vault as a Service (VaaS): Vault infrastructure supporting asset custody logic, subscriptions, redemptions, liquidity management, product-level NAV calculation and related operational controls.

Issuance & Operation Layer (I&OL): Infrastructure for product registries, issuance workflows and lifecycle management, including component validation, monitoring, rebalancing controls, methodology updates, status management, disclosures and reporting.

Neofinance as a Service (NaaS): APIs and SDKs that allow approved developers, operators and distribution partners to integrate City Protocol’s vault and structured-product functions into their own applications and services.

Attention as a Service (AaaS): Distribution and engagement infrastructure supporting product discovery, user acquisition and ecosystem incentives. Venzo Finance is City Protocol’s flagship product, the consumer and partner-facing application powered by this infrastructure, presenting access to City Protocol-powered products and relevant information such as NAV, fees, risks and redemption terms.

City ID, City Passport, Viral City and related external integrations remain part of City Protocol’s technological and operating resource base to the extent that they continue to be maintained, alongside the continuing development of TaaS, VaaS, I&OL, NaaS and AaaS.

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City Protocol

$CT

$CT

Project Purpose and Vision:

City Protocol is a modular neofinance infrastructure layer for onchain structured products. The $CT token is deployed on Base and BNB Chain; City Protocol vaults and structured products are deployed separately from the token and are carried on multiple EVM networks, including Arbitrum. Its purpose is to eliminate the technical and operational fragmentation that makes structured products expensive to manufacture onchain, so that a wider range of products can be launched, operated and accessed. The constraint the project addresses is the narrow supply and selection of onchain structured products, not the effort required of any individual investor. By providing a unified "Neofinance-as-a-Service" stack, the project envisions a financial ecosystem where tokenized vault strategies, institutional-grade vaults, and reward campaigns are as easy to deploy as a standard web application. City Protocol seeks to bridge the gap between traditional asset management workflows and decentralized finance, making capital management more transparent, efficient and programmable.

Goals:

Streamline Web3 Development: Provide a comprehensive SDK that replaces the need for dozens of disparate integrations, reducing the cost, time, and risk associated with building on-chain financial products.

Engineer Verified Virality: Enable founders to measure and reward authentic community mindshare through data-driven identity and reputation systems rather than simple social metrics.

Institutionalize On-Chain Finance: Bring professional-grade vault architecture, including roles for curators, valuation providers and whitelist managers, to the decentralized ecosystem.

Foster Chain-Abstracted Liquidity: Support non-custodial yield strategies and swaps that work seamlessly across different verticals through audited and secure infrastructure.

Key Features and How It Operates:

Capital Layer (Neofinance-as-a-Service):

Operates as a plug-and-play stack for projects to integrate institutional-grade vaults, yield strategies and swaps.

Features a sophisticated vault architecture that mirrors traditional asset management (request, valuation, settlement, and claim) with role-separated permissions to ensure security and administrative clarity.

Tokenization as a Service supports tokenised yield sources; Vault as a Service supports controlled vault operations; Issuance and Operations Layer supports product registries, component rules, methodology, product-level NAV, subscriptions, redemptions, fees, rebalancing, reporting and lifecycle events; and Neofinance as a Service supports API and SDK integrations.

Attention Layer (Viral City & City ID):

Viral City: A specialized engine that allows founders to quantify real mindshare contribution. It enables the distribution of rewards based on actual User-Generated Content (UGC) impact rather than vanity metrics like follower counts.

City ID: A portable reputation and identity layer assigned to every user. It ranks the quality of individual contributions and serves as a primary defense against Sybil attacks, ensuring rewards reach genuine participants.

Modular SDK & Infrastructure:

The protocol functions through a single, modular SDK that abstracts the complexity of smart contract interactions.

Developers can select specific modules, such as "Vaults," "Identity," or "Swap", to stitch together custom financial experiences that are fully audited and non-custodial.

Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself.

1
Development team
Khine Theint Theint Zin
Intershore Chambers, P.O. Box 4342, Road Town, Tortola, VG1110
British Virgin Islands

false

Not applicable as $CT is not a utility token as defined under MiCA.

Project Achievements to Date:

City Protocol has established the technical framework for a modular neofinance infrastructure layer designed primarily for the Arbitrum and Base ecosystems. The project began with a dual-layer architecture comprising the Capital Layer for vault management and the Attention Layer for tracking verifiable contributions.

It has since expanded this framework to support the tokenisation of yield sources and the configuration, issuance, operation and distribution of onchain structured products through Tokenization as a Service (TaaS), Vault as a Service (VaaS), the Issuance & Operation Layer (I&OL), Neofinance as a Service (NaaS) and Attention as a Service (AaaS). The project has also developed the City ID reputation system, Viral City and related modules for incentivising user-generated content and ecosystem participation.

City Protocol began distributing third-party vault products in April 2026. As at August 2026, four vaults are live and accepting deposits: Delta-Neutral Prime USD (curated by Liquid Alpha), JPEG Fixed-Rate Credit (JPEG Trading), AFUSD Private Credit and APX DeFi RFQ, together representing approximately $40 million of total value locked. Further products are in onboarding, including Fixed-Rate Stablecoin Yield (OpenTrade), TreasuryPlus and Open Cash (the latter two by Pinetree Securities, part of Hanwha Group).

Venzo Finance is City Protocol’s flagship product and the user-facing application through which City Protocol-powered products are accessed, presenting relevant product information such as NAV, risk disclosures and redemption terms. Existing products and modules, including City ID, City Passport, Viral City and the Virality Leaderboard, remain within the broader City Protocol product scope.

Goals and Future Roadmap:

The token generation event and admission to trading are scheduled for the end of September 2026. The project’s future goals focus on scaling its Neofinance-as-a-Service SDK and structured-product infrastructure, initially across the Base, Arbitrum and BNB Chain ecosystems and, where appropriate, across additional supported networks. Near-term objectives include expanding the modular stack so that creators, developers, product operators and distribution partners can use institutional-grade vault infrastructure, product issuance and operational tools, APIs, SDKs and distribution intelligence. Planned work includes expanding tokenised-yield deal flow and verified vault types, standardising product registries and issuance processes, improving NAV and component verification, introducing additional lifecycle and rebalancing controls, and increasing API and SDK integrations. Longer-term goals include advanced yield strategies, broader cross-chain liquidity and token utility, further development of Viral City and the Virality Leaderboard engagement tools, and wider distribution of City Protocol-powered products through Venzo Finance and other approved interfaces. All roadmap items remain subject to technical, operational, commercial, legal, regulatory and security considerations, and their timing, scope and availability may change.

Timeline of Key Milestones:

Pre-launch: Publication of the modular infrastructure specifications and whitepapers; completion of the initial City ID, Viral City, Capital Layer and Attention Layer architecture.

V1 Launch: Deployment of the modular SDK, Capital Layer vaults and Attention Layer reward functions for initial developers and creators within the Base ecosystem, together with the rollout of the related product modules.

V2 Expansion: Development of Venzo and deeper integration with the Issuance and Operation of Yield Assets, alongside the expansion of vault infrastructure, structured-product functions and ecosystem incentive mechanisms.

Ongoing and Future Development: Expansion of Neofinance-as-a-Service functions through TaaS, VaaS, I&OL, NaaS and AaaS, including advanced vault modules, standardised product issuance, NAV and component verification, lifecycle and rebalancing controls, broader API and SDK integrations, cross-chain functionality and product distribution through Venzo Finance. Existing products and modules are expected to continue operating subject to product-specific, technical, commercial, legal and security decisions.

Role of $CT Tokens:

$CT is the native utility and governance token for the City Protocol ecosystem, deployed on Base as an ERC-20 token and on BNB Chain as a BEP-20 token. Its roles include:

Governance: Holders can propose and vote on ecosystem initiatives and plans, including protocol fees, ecosystem grants, roadmap priorities and, where implemented, selected parameters relating to vault infrastructure, structured-product operations and ecosystem integrations. These governance functions do not confer ownership of, or decision-making rights over, the assets held within any vault or structured product.

Incentives: Rewarding protocol contributors, creators, developers, product operators, integration partners and users for contributing verifiable value to the ecosystem. $CT incentives may be distributed through grants, liquidity programmes, onboarding rewards and growth campaigns across the Attention Layer, including content creation, Viral City and the Virality Leaderboard, and the Capital Layer, including liquidity provision, vault participation and eligible structured-product distribution activities. The availability and conditions of any incentive depend on the relevant programme and applicable terms.

Utility & Staking: Token holders may use $CT for partial fee discounts or to pay directly for eligible services across the City Protocol stack, including modular infrastructure, identity verification, vault management, product issuance and operation, API and SDK access, and distribution services. Where staking functionality is available, staking $CT may provide service-related benefits such as enhanced yields in eligible vaults, lower service fees and priority access to certain yield products, structured products and curated protocol opportunities. Any staking activity relates to a separate product or protocol service and not to the issuance of $CT itself. Staking $CT does not guarantee a return or create an entitlement to the assets, income or redemption proceeds of any vault or structured product.

Protocol Flywheel: Fees generated from deployed infrastructure, vault, issuance, operation and distribution services may be allocated to periodic $CT buybacks and treasury funding, supporting the continued operation and development of the ecosystem. Any allocation remains subject to available revenue, the applicable treasury policy, governance procedures and legal or regulatory restrictions. $CT holders have no contractual entitlement to protocol revenue, profits, dividends or buyback proceeds, and no buyback is guaranteed.

Financial Resources:

• Completed a Seed round and a Private round raising approximately $11 million in aggregate, with investments from Dragonfly, Jump, CMT Digital, Mirana, Bitscale Capital, Stratified Capital, Adaverse and other investors.
• Capital is allocated to the development and maintenance of City Protocol’s existing and planned products, including City ID, City Passport, Viral City, Neofinance as a Service, Vault as a Service, Tokenization as a Service, Issuance and operation layer, and Venzo, together with its tokenisation, vault, structured-product, API, SDK and distribution infrastructure. Funding also supports community growth, marketing, fair-launch mechanisms, product operations and the project’s long-term sustainability.

Human Resources:
Development Team: The project is led by a team of experienced entrepreneurs and engineers from the blockchain, consumer application and venture capital sectors. Development and operational resources support both the project’s existing products and its newer infrastructure for tokenised-yield products, vault operations, structured-product issuance, lifecycle management, APIs, SDKs and distribution.

Foundation: A portion of the available funding is allocated to the Foundation to support the project’s ongoing development, administration and operations, including the continued maintenance of existing modules and the development of new infrastructure and products.

Marketing: The project has allocated funding to community, creator and distribution growth for City Protocol-powered products. Marketing and distribution resources also support the presentation and distribution of eligible City Protocol-powered products through the Attention Layer, Venzo Finance and other approved interfaces.

Technological Resources:

City Protocol has developed or is developing several core technology modules.

City ID: A portable, verifiable reputation system that tracks trading conviction, community building and content creation, producing a multidimensional reputation score for ecosystem participants. City ID may also support eligibility, access and contribution-based functions across other City Protocol products where those functions have been implemented.

Viral City: An AI-assisted short-form video creation tool that enables communities to generate on-brand content with automatic attribution. Viral City remains part of the project’s Attention Layer and supports creator participation, content distribution and related ecosystem incentives.

Tokenization as a Service (TaaS): Infrastructure for configuring tokenised-yield products, including the selection and validation of underlying components and the configuration of product methodology, fees, eligibility requirements and other product-level parameters.

Vault as a Service (VaaS): Vault infrastructure supporting asset custody logic, subscriptions, redemptions, liquidity management, product-level NAV calculation and related operational controls.

Issuance & Operation Layer (I&OL): Infrastructure for product registries, issuance workflows and lifecycle management, including component validation, monitoring, rebalancing controls, methodology updates, status management, disclosures and reporting.

Neofinance as a Service (NaaS): APIs and SDKs that allow approved developers, operators and distribution partners to integrate City Protocol’s vault and structured-product functions into their own applications and services.

Attention as a Service (AaaS): Distribution and engagement infrastructure supporting product discovery, user acquisition and ecosystem incentives. Venzo Finance is City Protocol’s flagship product, the consumer and partner-facing application powered by this infrastructure, presenting access to City Protocol-powered products and relevant information such as NAV, fees, risks and redemption terms.

City ID, City Passport, Viral City and related external integrations remain part of City Protocol’s technological and operating resource base to the extent that they continue to be maintained, alongside the continuing development of TaaS, VaaS, I&OL, NaaS and AaaS.

The funds raised by City Protocol will be used mainly to:

• Develop and improve the platform’s technology and products.
• Hire more talented people to grow the team.
• Support marketing efforts to attract users and creators.
• Expand vault and structured-product onboarding, operation and distribution.
• Ensure long-term growth and sustainability.
• Explore mergers and acquisitions to expand the platform’s offerings and reach.

ATTR

Enable EU market access for $CT holders.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

10,000,000,000

All.

There are no restrictions.

There are no reimbursement rights.

There is no refund mechanism.

There is no refund mechanism.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

USDT / USDC

There are no reimbursement rights.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

Via crypto-asset trading platforms on which $CT is admitted to trading.

There is no relevant time schedule.

No specific technical requirements apply beyond those inherent to the purchase and holding of crypto-assets.

Not applicable.

Not applicable.

NTAV.

Primary Creative Limited is seeking admission to trading for the $CT token across multiple trading platforms and remains open to expand such listings as additional MiCA-compliant trading platforms become available overtime.

Not applicable.

Online via the platform.

Not applicable.

Not applicable.

The issuer is not aware of any potential conflict of interest of the persons involved in its admission to trading.

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

British Virgin Islands

The $CT token is a crypto-asset under Regulation (EU) 2023/1114 of the European Parliament and of the Council which is not an e-money token (EMT), an asset-referenced token (ART) or a utility token, each as defined under such Regulation. Therefore, it falls in the "Other" category.
It is neither pegged to any fiat currency nor backed by any external assets, distinguishing it clearly from EMTs and ARTs.

$CT is the core utility and governance token of the City Protocol infrastructure. Its functionalities within the dual-layer ecosystem include:

Governance: $CT holders are granted token-weighted voting rights to propose and vote on the protocol's evolution, including the integration of new modular SDK features, adjusting protocol-wide fee structures for neofinance services and directing ecosystem treasury grants for developers building on the Capital Layer.

Infrastructure Access and Settlement: $CT acts as the settlement currency for premium infrastructure services. Asset issuers and developers must consume or hold $CT to unlock advanced vault templates, traffic distribution slots within the Attention Layer, and enhanced data analytics for investment strategies. Token holders may also use $CT for partial fee discounts or to pay directly for services across the stack.

Structured Product Infrastructure: $CT may support eligible access and fee functions across TaaS, VaaS, I&OL and NaaS, including tokenized-yield product configuration, vault subscriptions and redemptions, product registration, NAV services and product lifecycle operations.

Incentivization and Reputation (Attention Layer): The token serves as the primary reward for verified "Mindshare" contributions, distributed to protocol contributors through grants, liquidity programs, onboarding rewards, and growth campaigns. Through the Viral City module and the Virality Leaderboard, $CT is distributed to users who generate authentic impact, while $CT staking can be used by creators to enhance their City ID account weight and visibility within the ecosystem.

Protocol Revenue Flywheel: A portion of the fees generated from neofinance operations (such as vault management, swaps, and reward campaigns) is funneled into the protocol treasury. These resources are utilized for strategic $CT buybacks or to fund further innovation in the SDK, creating a sustainable loop between infrastructure usage and token utility.

Staking and Utility Boosts: Partners and developers can lock $CT to access staking programs offered by the protocol through separate products, gaining priority access to certain yield products and curated protocol opportunities, lower integration costs and enhanced reputation tiers within the City ID framework. Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself.

The implementation of $CT token functionalities is structured around the phased deployment of the City Protocol infrastructure layers. The $CT token is deployed on Base and BNB Chain (Binance Smart Chain); City Protocol vaults and structured products are deployed separately from the token across Base, Arbitrum and other supported EVM networks.

At or Near Token Launch (V1):

• Modular SDK & Capital Layer: The core "Neofinance-as-a-Service" stack is expected to be available, allowing projects to deploy institutional-grade vaults and tokenized vault strategies. $CT utility for infrastructure access, settlement, partial fee discounts and direct payment for services across the stack will be active at this stage.

• Structured Product Infrastructure: TaaS, VaaS and I&OL are expected to support tokenized-yield product configuration, product registries, vault subscriptions and redemptions, NAV calculation, fee configuration and product lifecycle controls.

• Viral City, Virality Leaderboard & Attention Layer: The engine for measuring mindshare and UGC impact is planned for initial release. This includes the activation of $CT as the primary reward mechanism for verified community contributions, distributed through grants, liquidity programs, onboarding rewards and growth campaigns. AaaS will extend these functions to product discovery and distribution campaigns.

• City ID (Identity Layer): The reputation and identity framework will be live at launch to provide Sybil protection and rank contribution quality across the ecosystem.

• Venzo Finance: Venzo Finance is City Protocol’s flagship product and provides the consumer and partner-facing application for accessing City Protocol-powered products and viewing product information, including NAV, fees, risks and redemption terms.

• Governance (Phase I): Core governance functionality will be enabled, allowing $CT holders to vote on foundational protocol parameters and the inclusion of initial third-party modules into the SDK.

• Protocol Revenue Flywheel: The mechanism for capturing fees from vault operations and neofinance services to fund the protocol treasury and strategic buybacks is intended to be active upon the commencement of platform services.

Future/Planned (V2 & Expansion):

Advanced Institutional Modules: Enhanced features such as automated cross-chain swap integrations are planned for subsequent iterations of the Capital Layer.

Advanced Product Operations: Planned functions include additional tokenized-yield products, verified vault types, automated rebalancing, NAV verification, allocation controls, methodology versioning and product wind-down procedures.

City Quest & Extended Incentives: Advanced gamified questing modules designed to deepen community engagement are explicitly planned for V2. This phase will introduce more granular $CT utility boosts for long-term participants.

Ecosystem DAO Expansion: Full decentralization of the modular SDK repository, where $CT holders can vote on and approve complex third-party infrastructure integrations, is planned as the protocol matures.

Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself. All timelines are subject to technical development milestones and security audits.

OTHR

NEWT

Technical Specifications and Underlying Technology:
$CT is the native token of the City Protocol ecosystem, deployed as an ERC-20 token on Base and a BEP-20 token on BNB Chain (Binance Smart Chain), subject to a combined hard cap of 10,000,000,000 tokens across the two deployments. City Protocol vaults and structured products are deployed separately from the token and are carried on multiple EVM networks, including Arbitrum. The token is currently in its pre-launch phase and no public contract address has been finalised. The $CT token is a crypto-asset under Regulation (EU) 2023/1114 which is not an e-money token, an asset-referenced token or a utility token as defined under that Regulation, and falls in the "Other" category under Title II MiCA. It is not a transferable security within the meaning of MiFID II as implemented across EU Member States, and does not fulfil the characteristics of instruments envisaged by Article 2(4) MiCA. The obligation to publish a prospectus under financial markets law does not apply to the $CT token.

The vault contract system supporting TaaS, VaaS and I&OL has undergone an independent smart contract security assessment by Zenith. Product-level reviews of Delta-Neutral Prime USD have additionally been carried out by 0x Macro, Pashov Audit Group and Spearbit.

Functional Aspects and Ecosystem Role:
$CT is designed as a multi-utility token central to the City Protocol infrastructure. Its main functions include:

Governance: Token holders can propose and vote on ecosystem initiatives and plans, including the modular SDK roadmap, protocol fee structures, and ecosystem grants. Voting is token-weighted and conducted on-chain.

Incentives and Rewards: Protocol contributors, creators, developers, and users earn $CT for verified contributions to the ecosystem, distributed through grants, liquidity programs, onboarding rewards and growth campaigns. Activities such as generating mindshare impact via Viral City and the Virality Leaderboard, or providing liquidity within the vault architecture, generate $CT rewards.

Access and Settlement: $CT is used to settle fees for premium infrastructure tools, institutional-grade vault templates, and enhanced distribution features within the Attention Layer. Token holders may also use $CT for partial fee discounts or to pay directly for services across the stack.

Structured Product Infrastructure: $CT may support eligible access and fee functions across TaaS, VaaS, I&OL and NaaS, including tokenized-yield product configuration, vault subscriptions and redemptions, product registration, NAV services and product lifecycle operations.

Product Access and Distribution: AaaS supports product discovery and distribution campaigns, while Venzo Finance, City Protocol’s flagship product, provides the consumer and partner-facing application for accessing City Protocol-powered products.

Staking and Utility Boosts: Users can lock $CT to receive infrastructure-related benefits, such as enhanced reputation scores via City ID, lower integration fees and priority access to new modular features. Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself.

Protocol Flywheel: Revenue generated from neofinance services is used for strategic $CT buybacks and to fund the protocol treasury, which supports continuous SDK innovation and builder grants.

Ecosystem Integration:

$CT is integrated into a modular infrastructure architecture, consisting of the Capital Layer (Neofinance-as-a-Service) and the Attention Layer (Viral City, City ID and the Virality Leaderboard). The token is essential for governing the modular SDK, incentivizing authentic community contribution and facilitating all economic activity within the City Protocol network.

The architecture also includes TaaS for tokenized-yield configuration, VaaS for vault operations, I&OL for structured-product issuance and lifecycle management, NaaS for APIs and SDKs, and AaaS for distribution support. Venzo Finance is the flagship product interface powered by this infrastructure.

Market Data:
$CT has a total supply of 10,000,000,000 tokens. As the token is in its pre-launch phase, no contract address, price data, or confirmed trading venues are currently available.

Primary Creative Limited

https://cityprotocol.co/

2026-09-30

2026-09-24

Nothing other than already stated in the whitepaper.

English

5C8N1HG69

XVSSR7W9F

false

true

true

Ireland

Austria, Belgium, Bulgaria, Croatia, Republic of Cyprus, Czechia, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Italy, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden

Project Achievements to Date:

City Protocol has established the technical framework for a modular neofinance infrastructure layer designed primarily for the Arbitrum and Base ecosystems. The project began with a dual-layer architecture comprising the Capital Layer for vault management and the Attention Layer for tracking verifiable contributions.

It has since expanded this framework to support the tokenisation of yield sources and the configuration, issuance, operation and distribution of onchain structured products through Tokenization as a Service (TaaS), Vault as a Service (VaaS), the Issuance & Operation Layer (I&OL), Neofinance as a Service (NaaS) and Attention as a Service (AaaS). The project has also developed the City ID reputation system, Viral City and related modules for incentivising user-generated content and ecosystem participation.

City Protocol began distributing third-party vault products in April 2026. As at August 2026, four vaults are live and accepting deposits: Delta-Neutral Prime USD (curated by Liquid Alpha), JPEG Fixed-Rate Credit (JPEG Trading), AFUSD Private Credit (Affinity), together representing approximately $40 million of total value locked. Further products are in onboarding, including Fixed-Rate Stablecoin Yield (OpenTrade), TreasuryPlus and Open Cash (the latter two by Pinetree Securities, part of Hanwha Group).

Venzo Finance is City Protocol’s flagship product and the user-facing application through which City Protocol-powered products are accessed, presenting relevant product information such as NAV, risk disclosures and redemption terms. Existing products and modules, including City ID, City Passport, Viral City and the Virality Leaderboard, remain within the broader City Protocol product scope.

Goals and Future Roadmap:

The token generation event and admission to trading are scheduled for the end of September 2026. The project’s future goals focus on scaling its Neofinance-as-a-Service SDK and structured-product infrastructure, initially across the Base, Arbitrum and BNB Chain ecosystems and, where appropriate, across additional supported networks. Near-term objectives include expanding the modular stack so that creators, developers, product operators and distribution partners can use institutional-grade vault infrastructure, product issuance and operational tools, APIs, SDKs and distribution intelligence. Planned work includes expanding tokenised-yield deal flow and verified vault types, standardising product registries and issuance processes, improving NAV and component verification, introducing additional lifecycle and rebalancing controls, and increasing API and SDK integrations. Longer-term goals include advanced yield strategies, broader cross-chain liquidity and token utility, further development of Viral City and the Virality Leaderboard engagement tools, and wider distribution of City Protocol-powered products through Venzo Finance and other approved interfaces. All roadmap items remain subject to technical, operational, commercial, legal, regulatory and security considerations, and their timing, scope and availability may change.

Timeline of Key Milestones:

Pre-launch: Publication of the modular infrastructure specifications and whitepapers; completion of the initial City ID, Viral City, Capital Layer and Attention Layer architecture.

V1 Launch: Deployment of the modular SDK, Capital Layer vaults and Attention Layer reward functions for initial developers and creators within the Base ecosystem, together with the rollout of the related product modules.

V2 Expansion: Development of Venzo and deeper integration with the Issuance and Operation of Yield Assets, alongside the expansion of vault infrastructure, structured-product functions and ecosystem incentive mechanisms.

Ongoing and Future Development: Expansion of Neofinance-as-a-Service functions through TaaS, VaaS, I&OL, NaaS and AaaS, including advanced vault modules, standardised product issuance, NAV and component verification, lifecycle and rebalancing controls, broader API and SDK integrations, cross-chain functionality and product distribution through Venzo Finance. Existing products and modules are expected to continue operating subject to product-specific, technical, commercial, legal and security decisions.

Role of $CT Tokens:

$CT is the native utility and governance token for the City Protocol ecosystem, deployed on Base as an ERC-20 token and on BNB Chain as a BEP-20 token. Its roles include:

Governance: Holders can propose and vote on ecosystem initiatives and plans, including protocol fees, ecosystem grants, roadmap priorities and, where implemented, selected parameters relating to vault infrastructure, structured-product operations and ecosystem integrations. These governance functions do not confer ownership of, or decision-making rights over, the assets held within any vault or structured product.

Incentives: Rewarding protocol contributors, creators, developers, product operators, integration partners and users for contributing verifiable value to the ecosystem. $CT incentives may be distributed through grants, liquidity programmes, onboarding rewards and growth campaigns across the Attention Layer, including content creation, Viral City and the Virality Leaderboard, and the Capital Layer, including liquidity provision, vault participation and eligible structured-product distribution activities. The availability and conditions of any incentive depend on the relevant programme and applicable terms.

Utility & Staking: Token holders may use $CT for partial fee discounts or to pay directly for eligible services across the City Protocol stack, including modular infrastructure, identity verification, vault management, product issuance and operation, API and SDK access, and distribution services. Where staking functionality is available, staking $CT may provide service-related benefits such as enhanced yields in eligible vaults, lower service fees and priority access to certain yield products, structured products and curated protocol opportunities. Any staking activity relates to a separate product or protocol service and not to the issuance of $CT itself. Staking $CT does not guarantee a return or create an entitlement to the assets, income or redemption proceeds of any vault or structured product.

Protocol Flywheel: Fees generated from deployed infrastructure, vault, issuance, operation and distribution services may be allocated to periodic $CT buybacks and treasury funding, supporting the continued operation and development of the ecosystem. Any allocation remains subject to available revenue, the applicable treasury policy, governance procedures and legal or regulatory restrictions. $CT holders have no contractual entitlement to protocol revenue, profits, dividends or buyback proceeds, and no buyback is guaranteed.

Governance and Voting Rights:
Holders of the $CT token have the right to participate in the governance of the City Protocol infrastructure, including the right to propose and vote on ecosystem initiatives and plans, the modular SDK roadmap, protocol fee structures, and ecosystem grants. Voting is token-weighted and conducted on-chain. To exercise governance rights, purchasers will need to hold $CT in a Base or BNB Chain compatible wallet and follow instructions provided by the City Protocol team upon the activation of governance features. Any future changes will not give holders the right to the management of Primary Creative Limited.

Accessing Services and Utilities:
$CT serves as the utility currency for the City Protocol ecosystem. Token holders can use $CT to access and pay for premium neofinance infrastructure services, institutional-grade vault templates and enhanced distribution tools within the Attention Layer (Viral City). Token holders may use $CT for partial fee discounts or to pay directly for services across the stack. Further details on how to access these features will be provided by the City Protocol team at launch.

Staking, Locking, and Boosts:
Holders can lock or stake $CT to receive infrastructure-related benefits, such as enhanced yields within the Capital Layer, reduced service fees for developers, improved reputation scores via City ID and priority access to new modular features. The detailed process for staking, including contract interactions and lock-up conditions, will be made available by the City Protocol team upon post-launch activation. Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself.

There are no relevant conditions.

There are no future offers planned.

8,367,500,000

false

Not applicable as $CT is not a utility token.

Not applicable as $CT is not a utility token.

true

Not applicable. This whitepaper is published solely in relation to the admission to trading of the $CT token and does not relate to any public offering.

There are several limitations and conditions on how $CT token can be transferred or accessed:

Geographic Restrictions:

• Users are prohibited from accessing or using the City Protocol platform if they are located in, incorporated in, or residents of jurisdictions where such activity would be illegal. This includes countries under sanctions or high-risk jurisdictions such as Russia, Cuba, Iran, North Korea, and Syria, as well as any country on the U.S., U.K., EU, or UN sanctions lists.

• These restrictions are enforced by geofencing of the City Protocol and Venzo Finance interfaces, which blocks access from restricted jurisdictions on the basis of network location data. City Protocol does not operate a know-your-customer or anti-money-laundering onboarding process for $CT.

• $CT is a standard ERC-20 and BEP-20 token. Its onchain transfers are permissionless and are not restricted at contract level. The geofence limits access to the interfaces operated by City Protocol, not the transferability of the token itself.

Other Conditions:

• Users must comply with all applicable laws, including those related to digital assets, taxation, and anti-money laundering. The responsibility for determining and remitting any taxes related to transactions lies with the user.

Note:

• As the token is pre-launch, further details may be specified upon mainnet release or in future documentation.

true

Supply adjustment protocols for the $CT token are primarily driven by periodic buybacks funded by protocol-generated revenue. As a modular infrastructure layer operating across Base, Arbitrum, BNB Chain and other supported EVM networks, City Protocol generates fees through its Capital Layer (e.g., vault management, yield strategies, and neofinance-as-a-service SDK usage) and its Attention Layer (e.g., reward campaign distribution and Viral City engagement tools). These fees fund a "flywheel" mechanism where protocol revenue is used for strategic buybacks to support the treasury and ecosystem development.

true

Value protection for $CT token is implemented through:

Protocol Revenue Flywheel: The protocol uses revenue to periodically buy back $CT tokens and fund the treasury, which in turn supports future rewards and grants. This mechanism is designed to create sustained demand for the token and incentivize ongoing participation.

false

Not applicable

British Virgin Islands (BVI)

British Virgin Islands (BVI)

Technology and Decentralized Systems:
$CT operates as an ERC-20 token on the Base network and as a BEP-20 token on BNB Chain (Binance Smart Chain). City Protocol vaults and structured products are deployed separately from the token and are carried on multiple EVM networks, including Arbitrum.

Security, Transparency, and Data Integrity:

1. Distribution of $CT tokens benefits from the decentralized nature of the Base and BNB Chain blockchains. Transactions and asset ownership are recorded on distributed ledgers, reducing single points of failure and enhancing resilience.
2. Cryptographic Security: Base and BNB Chain use advanced cryptographic techniques.
3. Immutability: Once transactions are finalized on Base or BNB Chain, they are immutable, meaning they cannot be altered or deleted.
4. Transparency: All $CT token transactions are publicly viewable on their respective blockchains (Base and BNB Chain), allowing anyone to verify asset provenance and transaction history.
5. Consensus: BNB Chain secures its network through Proof of Staked Authority (PoSA) as its consensus mechanism. Base does not have its own independent consensus mechanism; instead, it inherits security from Ethereum's proof-of-stake consensus.

The $CT token is deployed on Base and Binance Smart Chain (BNB Chain), implementing the ERC-20 token standard on Base and the BEP-20 token standard on BNB Chain. Base operates as an Ethereum Layer 2 solution built on the OP Stack using Optimistic Rollup technology, which inherits Ethereum's Proof of Stake consensus mechanism through mainnet settlement. BNB Chain utilizes the Proof of Staked Authority (PoSA) consensus mechanism with approximately 3-second block times and a validator set of 21 active validators. Both networks are Ethereum Virtual Machine (EVM) compatible and support smart contracts written in Solidity. The token contracts implement standard transfer, approve, and balance functions consistent with the ERC-20 and BEP-20 interface specifications.

The $CT token is EVM-compatible, allowing users to store and manage $CT tokens using any EVM-based wallet that supports the Base and BNB Chain networks. Supported wallets include MetaMask, Rabby, Coinbase Wallet, and Brave Wallet. The platform does not custody user assets. Users are solely responsible for safeguarding their own wallet private keys and passwords.

$CT is deployed as a token on multiple blockchains, each of which uses a distinct consensus mechanism to agree on transactions and maintain blockchain integrity:

Base: Base is an Ethereum Layer 2 network built on the OP Stack, which uses an Optimistic Rollup model. Transactions are sequenced off-chain and periodically posted to Ethereum. The security of Base is inherited from Ethereum's Proof of Stake (PoS) consensus, and the network employs a fault proof system: transactions are considered valid unless challenged within a set period. This approach allows for high throughput and low fees while maintaining security through Ethereum's consensus and the ability to challenge invalid transactions.

Arbitrum One: Arbitrum One is an Ethereum Layer 2 network that uses an Optimistic Rollup model built on the Arbitrum Nitro stack. Transactions are executed off-chain by a sequencer and then batched and posted to Ethereum, with the network's security inherited from Ethereum's Proof of Stake (PoS) consensus. Arbitrum uses an interactive, multi-round fraud proof system: transactions are treated as valid unless a validator challenges them within a set challenge period, after which the state is finalised on Ethereum. This allows for high throughput and low fees while relying on Ethereum's consensus and the ability to dispute invalid transactions for security.

BNB Chain (Binance Smart Chain): BNB Chain uses a Proof of Staked Authority (PoSA) consensus mechanism, also known as Parlia, which combines elements of Proof of Stake and Proof of Authority. In this system, a set of 21 active validators take turns producing blocks every 3 seconds, with validators elected through staking-based governance. Validators must stake BNB tokens as collateral and can be slashed for malicious behavior or poor performance. The validator set is updated every 24 hours based on staking rankings, ensuring both efficiency through rapid block production and security through economic incentives and validator accountability.

$CT token does not utilize traditional mining or validator-based network security mechanisms, as it leverages the underlying security of the Base and BNB Chain blockchains. Instead, the protocol employs an incentive structure designed to secure ecosystem growth and transaction volume through its Capital and Attention layers:

Mindshare and Contribution Incentives (Attention Layer): Participants are rewarded with $CT for contributing verifiable value through the Viral City module. Rewards are distributed based on actual user-generated content (UGC) impact and reputation scores tracked via City ID, rather than simple social metrics.

Infrastructure and Liquidity Incentives (Capital Layer): Users are incentivized to provide liquidity and engage with tokenized vault strategies. Positive ecosystem actions, such as liquidity provision, successful referrals, and quest completion, generate $CT rewards.

Utility-Based Staking: Users can lock $CT tokens to receive infrastructure benefits, including enhanced yields within vaults, priority access to allowlists for new reward campaigns, and reduced transaction or service fees within the SDK. Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself.

Applicable Fees: Transactions within the ecosystem are subject to standard network "gas" fees on the respective blockchain (Base or BNB Chain). Additionally, the protocol may charge service fees for the use of premium modular tools, institutional-grade vault management, and identity verification services, a portion of which facilitates the protocol revenue flywheel.

Staking rewards are strictly activity-based and tied to ecosystem participation and utility boosts rather than network-level transaction validation.

false

Not applicable

true

Audit completed. The City Protocol vault and infrastructure contracts supporting TaaS, VaaS and I&OL have been audited by Zenith, whose report is published at https://city-protocol.gitbook.io/docs/security-audits-tokenomics/protocol-security-and-audits. Product-level reviews of Delta-Neutral Prime USD have additionally been carried out by 0x Macro, Pashov Audit Group and Spearbit.

Key Risks for Investors in City Protocol ($CT) Pre-Launch Token:

1. Volatility and Economic Loss:
   Digital assets within the City Protocol infrastructure, including $CT, are highly speculative and subject to extreme price volatility. There is a material risk of economic loss, including the potential for total loss of invested capital. Prices can fluctuate rapidly due to market dynamics on the Base and BNB Chain networks, and past performance is not indicative of future results.

2. Ecosystem Standard and Infrastructure Risks:
   City Protocol’s core infrastructure is built primarily for the Base and Arbitrum ecosystems, and the majority of live vault assets are currently held on Arbitrum. The $CT token itself is deployed only on Base and BNB Chain. Consequently, technical issues, network congestion, or security vulnerabilities specifically affecting the Base network may have a disproportionate impact on the utility and value of the $CT token.

3. Smart Contract and Multi-Chain Risks:
   Transactions are executed via smart contracts on Base, Arbitrum and BNB Chain. There are inherent risks of bugs, exploits, or vulnerabilities in the modular SDK, as well as in third-party integrations (e.g., PancakeSwap or other neofinance modules). Additionally, maintaining a token across multiple chains introduces risks related to bridge security and liquidity fragmentation.

4. Execution and Product Development Risks:
   The success of the $CT token is tied to the adoption of the modular "Neofinance-as-a-Service" stack on Base. There is no guarantee that this infrastructure will achieve widespread use among developers or that planned features (such as advanced vault modules) will be delivered as projected.

5. Liquidity and Market Risks:
   As a pre-launch token, $CT may face limited liquidity upon its initial release. There is no guarantee of an active secondary market on Base or BNB Chain. Unlike models with automated bonding curves, market depth for $CT depends entirely on third-party decentralized exchange (DEX) pools and community participation.

6. Reputation and Identity Risks:
   The Attention Layer relies on the City ID system to verify contributions and distribute rewards. Technical failures, Sybil attacks, or manipulation of the reputation algorithm within the Base-native identity framework could result in an unfair distribution of $CT, potentially devaluing the asset.

7. Regulatory and Eligibility Risks:
   Participation is restricted in certain jurisdictions (e.g., Russia, Cuba, Iran, North Korea, Syria, and other sanctioned countries), and access to City Protocol and Venzo Finance interfaces from those jurisdictions is blocked by geofencing. Geofencing relies on network location data, can be circumvented, and does not restrict onchain transfers of $CT, so it cannot guarantee that no restricted user obtains exposure. Regulatory changes regarding crypto-assets other than asset-referenced tokens and e-money tokens, or neofinance infrastructure in the EU (MiCA), or other regions may impact the platform's operation. Users are responsible for local law compliance, including tax and AML requirements.

8. Market Manipulation and Prohibited Activities:
   The platform prohibits market manipulation, such as wash trading or the abusive use of bots to farm ecosystem rewards. Violations may result in the suspension of infrastructure access. Such activities by bad actors can negatively affect the perceived value and utility of the $CT token.

9. Technical and Operational Risks:
   There are risks of platform downtime, blockchain forks, and irreversible transactions. As the protocol’s operations are standard to the Base ecosystem, users must acknowledge that operational stability is dependent on the Base network's performance.

10. Counterparty and Project Risks:
    The ecosystem's value depends on the integrity of third-party developers using the City Protocol SDK on Base. While the $CT token is accessible on multiple chains, the performance of specific tokenized vault strategies is tied to the Base-native environment. Fraud or failure by independent strategy managers remains a risk for users.

11. No Market Data or External Guarantees:
    As a pre-launch token, there is no available market data or trading history. Investors should not rely on external market data sites for information about $CT.

12. Limited Liability and No Investment Advice:
    City Protocol disclaims liability for losses except in cases of willful misconduct or actual fraud. The platform does not provide investment, financial, or legal advice. Users are solely responsible for conducting their own due diligence.

Not applicable, as the offeror does not differ from the issuer.

Speculative and Volatility Risk: Digital assets are highly speculative and subject to significant price volatility, posing a material risk of economic loss to participants. There is a potential for total loss of invested capital.

Ecosystem Standard Risk: Since City Protocol is built as an infrastructure layer standard to the Base and Arbitrum ecosystem, the utility and performance of the $CT token are heavily dependent on the stability and security of the Base network. Any technical failure or network-wide issue on Base could directly impair the protocol's functionality.

Smart Contract and Technical Risk: Transactions are executed via smart contracts on Base, Arbitrum and BNB Chain. Potential technical errors, bugs, exploits, or code vulnerabilities could result in the loss of assets. Users are responsible for their own non-custodial wallet security.

Multi-Chain Liquidity Risk: By deploying the token on Base (ERC-20) and BNB Chain (BEP-20), there is a risk of liquidity fragmentation. Holders may encounter different price levels or lower liquidity on one chain compared to the other, potentially increasing slippage during trades.

Jurisdictional and Legal Risk: Users are prohibited from accessing the platform from certain jurisdictions, including those under international sanctions (e.g., Russia, Cuba, Iran, North Korea, Syria). Regulatory changes regarding neofinance infrastructure or crypto-assets other than asset-referenced tokens and e-money tokens may impact the platform's legality or user eligibility.

Governance and Centralization Risk: $CT is a governance token with voting power determined by holdings. This structure may expose the protocol to governance capture, particularly given the allocations to the team and early investors. The lack of detailed public vesting schedules increases the risk of centralized influence over protocol upgrades.

Operational and Roadmap Risk: As a pre-launch project, there are inherent risks related to the execution of the roadmap, such as the successful delivery of the Capital Layer vaults and the Attention Layer tools (Viral City). There is no guarantee of project delivery or future utility.

Jurisdictional Access and Geofencing Risk: City Protocol does not operate a know-your-customer or anti-money-laundering onboarding process for $CT. Access from restricted and sanctioned jurisdictions is instead blocked by geofencing of its interfaces. Geofencing depends on network location data and can be circumvented, for example through a virtual private network, and it does not restrict permissionless onchain transfers of the token. A regulator may take the view that these controls are insufficient, which could require changes to how the interfaces operate or restrict availability in particular markets.

No Market Data: As of the pre-launch phase, there is no public market data or trading history available for the $CT token. Third-party audit information for the underlying vault and infrastructure contracts is published, as described in field H.9.

Project Execution and Management Challenges for City Protocol:

Development Delays and Infrastructure Complexity: The project involves building a modular full-stack infrastructure with complex components, including the Capital Layer (vault architecture) and the Attention Layer (Viral City, City ID and City Passport). The technical complexity of ensuring seamless integration between these layers on the Arbitrum and Base network, especially for features marked for future release, poses a significant risk of development delays and missed milestones.

Resource Constraints and Technical Coordination: Providing a seamless experience for both institutional developers and non-technical users requires substantial development, design, and security resources. Coordinating the deployment of the modular SDK while maintaining a consistent user experience across different modules may strain resources during the pre-launch and early-growth phases.

Reliance on Arbitrum and Base Ecosystem and Third-Party Infrastructure: City Protocol is built as an infrastructure layer standard to the Arbitrum and Base ecosystem. This creates a high dependency on the stability, scalability, and security of the Base network. Furthermore, reliance on external integrations, such as PancakeSwap for onchain liquidity and other third-party neofinance tools, introduces operational risks if those third-party services experience downtime or security breaches.

Multi-Chain Deployment Risks: The $CT token is deployed on Base and BNB Chain, while City Protocol vaults and structured products are carried on multiple EVM networks, including Arbitrum. Managing a multi-chain environment introduces complexities in maintaining liquidity parity, securing cross-chain communication, and ensuring technical compatibility across different blockchain environments.

Smart Contract and Security Risks: The implementation of modular vaults, neofinance SDKs, and on-chain identity systems (City ID) involves significant technical complexity. Any vulnerabilities in the smart contracts governing the Capital Layer or the reward mechanisms in the Attention Layer could be exploited, potentially leading to a loss of user trust and platform assets.

Legal, Compliance, and MiCA Alignment: The platform’s focus on neofinance and modular infrastructure introduces significant regulatory hurdles. Navigating the evolving requirements of the Markets in Crypto-Assets (MiCA) regulation in the EU, alongside cross-jurisdictional compliance for digital assets and decentralized finance (DeFi) tools, could result in execution delays or necessitate structural changes to the protocol.

Market Adoption and Ecosystem Network Effects: The project’s success depends on attracting a critical mass of developers to use the SDK and creators to engage with the Attention Layer. Achieving sustainable growth and network effects in a highly competitive L2 landscape is uncertain, as the platform’s value proposition relies on broad participation from the Base community.

Economic Model and Liquidity Risks: The protocol’s "revenue flywheel", driven by buybacks and treasury funding, depends on consistent usage and fee generation. If the protocol fails to achieve sufficient volume within its Capital Layer, these mechanisms may be unable to support long-term token utility or prevent short-term volatility from destabilizing the ecosystem.

Data Privacy and Reputation Management: The use of City ID for content attribution and contributor rewards raises privacy and data management concerns. Ensuring that reputation-based scoring remains fair and resistant to manipulation is a critical implementation challenge as the ecosystem scales.

Issuer, Manager and Service-Provider Risks: A City Protocol-powered product may depend on a separate issuer, vault manager, strategy provider, custodian, data provider, verification provider or other service provider. A failure by any such party to perform its obligations, maintain required authorisations, safeguard assets, provide accurate information or remain financially or operationally viable could delay or suspend the affected product, impair subscriptions or redemptions, or cause a partial or complete loss. City Protocol’s technical involvement does not remove the risks arising from the acts or omissions of independent third parties.

Smart Contract Vulnerabilities: The platform’s core functionality resides in modular smart contracts supporting the Capital Layer, including vaults and structured-product operations, and the Attention Layer, including Viral City and related incentive mechanisms. The Issuance & Operation Layer (I&OL) and Vault as a Service (VaaS) infrastructure also depend on smart contracts and associated systems for product registries, component whitelisting, fee accrual, rebalancing, subscriptions, redemptions, settlement, status management and emergency controls. These systems may be vulnerable to coding defects, logic errors, incorrect configurations, access-control failures or economic exploits if they are not properly implemented, tested, audited and monitored. Specific audit is conducted and can be found in the attached page: https://city-protocol.gitbook.io/docs/security-audits-tokenomics/protocol-security-and-audits.

Upgradeability and Complexity: The modular nature of the SDK allows the protocol to update existing components and integrate new products, strategies, data sources and distribution interfaces. This flexibility increases the risk of unforeseen interactions between modules, defective upgrades, incompatible software versions or unauthorised parameter changes. A failure affecting one shared module may disrupt multiple vaults, structured products or user-facing services.

Ecosystem and Infrastructure Dependence:

Base and Arbitrum Network Standard: City Protocol is designed primarily as an infrastructure layer for the Base and the Arbitrum ecosystem. This creates a material dependency on the security, availability, scalability and performance of the Base and Arbitrum network. Network congestion, transaction reordering, chain reorganisations, consensus failures, increased transaction fees or other network-level disruptions could delay settlement, prevent subscriptions or redemptions, interrupt vault operations or make protocol services temporarily unavailable.

Third-Party Integrations: The protocol integrates with external DeFi infrastructure, including PancakeSwap, for liquidity and yield strategies, and may also depend on external venues, tokenised-asset providers, bridges, custodians, APIs, oracle services and data feeds. A security breach, governance decision, integration failure, inaccurate data or service interruption affecting any third party could result in incorrect product information, impaired liquidity, delayed transactions or loss. City Protocol may have limited or no control over the security, availability or continued operation of these external services.

Multi-Chain Token Deployment Risks:

Dual-Chain Architecture: The $CT token is deployed on Base and BNB Chain. Managing the token across two different blockchain environments introduces risks related to cross-chain liquidity fragmentation and the potential for technical discrepancies between the ERC-20 and BEP-20 implementations.

Identity and Attribution Risks:

Reputation and Identity Framework: The City ID system creates a portable, pseudonymous reputation framework. There is a risk of inaccurate reputation scoring, Sybil attacks, or data integrity issues within the identity layer that could lead to unfair reward distributions.

Social and Verification Layers: The Attention Layer’s attribution mechanisms rely on linking social activity to on-chain identities. This is susceptible to account compromise or manipulation of social data, which could undermine the credibility of the protocol's incentive system.

AI and Content Management Risks:

Algorithmic Risks: Modules like Viral City utilize data-driven algorithms to drive engagement and distribute rewards. These systems may be subject to algorithmic bias, manipulation, or technical failures that could result in inefficient or unintended token distributions.

Tokenomics and Treasury Management:

Centralization of Revenue Mechanisms: Protocol revenue is utilized for buybacks and treasury funding. Without fully decentralized and transparent on-chain governance, these mechanisms are subject to centralization risk regarding how funds are allocated and managed.

Audit and Security Disclosure:

Independent Security Assessment: City Protocol’s vault contract system supporting the Issuance & Operation Layer (I&OL), Vault as a Service (VaaS) and Tokenization as a Service (TaaS) has undergone an independent smart contract security assessment by Zenith. City Protocol has published the audit report together with details of the reviewed contract surface, which includes vault implementations and the related settlement, pricing, oracle, access-control, authorisation, fee-management, strategy-management and registry modules. The assessment applies to the contracts and code within its reviewed scope and version. It does not guarantee that the protocol is free from vulnerabilities, and subsequent upgrades, newly deployed modules and external integrations may require further review, testing and monitoring.

Structured-Product Infrastructure Risks:

Product Configuration, Valuation and Lifecycle Controls: I&OL and VaaS introduce technical and operational risks relating to product registries, component whitelists, NAV aggregation, oracle inputs, fee accrual, rebalancing, subscriptions, redemptions, settlement, status propagation and emergency controls. A coding error, unauthorised parameter change, stale or inaccurate price, compromised signer, incorrect component value or integration failure could misstate NAV, admit an ineligible component, process a transaction at an incorrect value, delay a subscription or redemption, or cause financial loss.

Underlying Component and Service-Provider Risks: A structured product inherits the risks associated with each underlying asset, vault, strategy, protocol and service provider on which it depends. Smart contract and operational controls cannot eliminate market, credit, counterparty, strategy, custody, legal, liquidity or operational risk. A default, impairment, exploit, loss of liquidity or failure by an issuer, manager, custodian, oracle, bridge, venue or data provider could reduce the value of a product, suspend its operation or prevent timely redemption.

Modular Architecture and Security Segregation: By utilizing a modular "Neofinance-as-a-Service" stack, the protocol isolates different functional layers, such as the Capital Layer and Attention Layer. This segregation aims to limit the impact of a technical failure in one module on the rest of the ecosystem.

Reputation-Based Governance (City ID): To mitigate the risk of Sybil attacks and automated manipulation, the protocol utilizes the City ID system. This portable identity framework tracks on-chain reputation and verifiable contributions, ensuring that incentive distributions are tied to genuine ecosystem value rather than bot activity.

Multi-Chain Accessibility and Liquidity Support: The deployment of the $CT token on Base and BNB Chain is intended to mitigate single-network congestion risks and provide diverse liquidity access points for users across multiple leading EVM-compatible ecosystems.

Revenue-Driven Buyback Flywheel: To address economic stability and liquidity risks, the protocol implements an automated "flywheel" where a portion of service fees generated from the Capital Layer is used for periodic buybacks. These buybacks are intended to support the treasury and ecosystem grants, providing a structured mechanism for long-term value alignment.

Smart Contract-Based Utility: Key infrastructure functions, such as reward distributions in the Attention Layer and vault management in the Capital Layer, are handled via smart contracts on the Base network to reduce manual intervention and associated operational risks.

Prohibited Activities and Terms of Use: The platform’s framework strictly prohibits market manipulation, the use of abusive automated tools, and wash trading. These policies are enforced through the reputation layer to maintain a fair environment for developers and participants.

User Security Protocols: As a non-custodial infrastructure provider, the protocol emphasizes user-side security, reminding participants to safeguard their private keys and utilize secure wallet standards compatible with Base and BNB Chain to mitigate the risk of asset loss.

Structured-Product Controls and Transparency: To mitigate product configuration, valuation, liquidity and operational risks, applicable products may use a canonical product registry, component whitelisting, role separation, creator-bound execution, authorised NAV signers, data-freshness and deviation checks, allocation bands, fee disclosures, capacity limits, timelocks, emergency pauses, indexed event records, epoch-based redemptions, methodology versioning, status propagation, ongoing monitoring and wind-down procedures. Product interfaces may also publish information concerning component exposure, NAV history, fees, liquidity and redemption terms, risk disclosures and material product events.

Primary Creative Limited

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$CT

$CT is deployed as a token on multiple blockchains, each of which uses a distinct consensus mechanism to agree on transactions and maintain blockchain integrity:

Base: Base is an Ethereum Layer 2 network built on the OP Stack, which uses an Optimistic Rollup model. Transactions are sequenced off-chain and periodically posted to Ethereum. The security of Base is inherited from Ethereum's Proof of Stake (PoS) consensus, and the network employs a fault proof system: transactions are considered valid unless challenged within a set period. This approach allows for high throughput and low fees while maintaining security through Ethereum's consensus and the ability to challenge invalid transactions.

Arbitrum One: Arbitrum One is an Ethereum Layer 2 network that uses an Optimistic Rollup model built on the Arbitrum Nitro stack. Transactions are executed off-chain by a sequencer and then batched and posted to Ethereum, with the network's security inherited from Ethereum's Proof of Stake (PoS) consensus. Arbitrum uses an interactive, multi-round fraud proof system: transactions are treated as valid unless a validator challenges them within a set challenge period, after which the state is finalised on Ethereum. This allows for high throughput and low fees while relying on Ethereum's consensus and the ability to dispute invalid transactions for security.

BNB Chain (Binance Smart Chain): BNB Chain uses a Proof of Staked Authority (PoSA) consensus mechanism, also known as Parlia, which combines elements of Proof of Stake and Proof of Authority. In this system, a set of 21 active validators take turns producing blocks every 3 seconds, with validators elected through staking-based governance. Validators must stake BNB tokens as collateral and can be slashed for malicious behavior or poor performance. The validator set is updated every 24 hours based on staking rankings, ensuring both efficiency through rapid block production and security through economic incentives and validator accountability.

$CT token does not utilize traditional mining or validator-based network security mechanisms, as it leverages the underlying security of the Base and BNB Chain blockchains. Instead, the protocol employs an incentive structure designed to secure ecosystem growth and transaction volume through its Capital and Attention layers:

Mindshare and Contribution Incentives (Attention Layer): Participants are rewarded with $CT for contributing verifiable value through the Viral City module. Rewards are distributed based on actual user-generated content (UGC) impact and reputation scores tracked via City ID, rather than simple social metrics.

Infrastructure and Liquidity Incentives (Capital Layer): Users are incentivized to provide liquidity and engage with tokenized vault strategies. Positive ecosystem actions, such as liquidity provision, successful referrals, and quest completion, generate $CT rewards.

Utility-Based Staking: Users can lock $CT tokens to receive infrastructure benefits, including enhanced yields within vaults, priority access to allowlists for new reward campaigns, and reduced transaction or service fees within the SDK. Please note that any staking activity is related to other products and not in relation to the issuance of $CT itself.

Applicable Fees: Transactions within the ecosystem are subject to standard network "gas" fees on the respective blockchain (Base or BNB Chain). Additionally, the protocol may charge service fees for the use of premium modular tools, institutional-grade vault management, and identity verification services, a portion of which facilitates the protocol revenue flywheel.

Staking rewards are strictly activity-based, and tied to ecosystem participation and utility boosts, rather than network-level transaction validation.

2025-10-13

2025-10-26

27.87934

Data provided by CCRI; all indicators are based on a set of assumptions and thus represent estimates; methodology description and overview of input data, external datasets and underlying assumptions available at: https://carbon-ratings.com/dl/whitepaper-mica-methods-2024 and https://docs.mica.api.carbon-ratings.com. We do not account for any offsetting of energy consumption or other market-based mechanism as of today.

Not applicable as the annual energy consumption is less than 500,000 kWh.

Not applicable as the annual energy consumption is less than 500,000 kWh.

Not applicable as the annual energy consumption is less than 500,000 kWh.

Not applicable as the annual energy consumption is less than 500,000 kWh.

Not applicable as the annual energy consumption is less than 500,000 kWh.

Not applicable as the annual energy consumption is less than 500,000 kWh.

Not applicable as the annual energy consumption is less than 500,000 kWh.