--- tags: Collateral Call --- # RWA Collateral Call Summary : Maker Representative October 7th, 2020 ## Agenda - [00:00](https://youtu.be/6UiF3gB215M): Intro with Juan Guillén - [01:45](https://youtu.be/6UiF3gB215M?t=105): 6s/MKR - Maker Representative with Matthew Rabinowitz - [13:10]((https://youtu.be/6UiF3gB215M?t=790)): Q&A and Discussion about Maker Representative for 6S ## Video <https://youtu.be/6UiF3gB215M> ## Introduction ### Juan Guillén #### Agenda and Preamble [00:00](https://youtu.be/6UiF3gB215M) - Hi everyone! Welcome to another call of the RWA working group. - In this case, I'm joined by Matthew Rabinowitz and of course Sébastien Derivaux and, at this point, 11 more participants willing to bridge the fascinating world of crypto with the RWA. Hopefully we can get things moving today. - Today, we have Matthew Rabinowitz, who is going to be speaking about the Maker Representative. He posted a very interesting forum thread. Basically, he wants to find one or ideally more Maker Representatives that can serve us as a bridge. - Discussions about collateral happen in the [Forum.](https://forum.makerdao.com/c/risk/collateral-meetings/23) ## 6S/Maker: Maker representative - [Calling community members to be a Maker Representative - Forum Thread](https://forum.makerdao.com/t/calling-community-members-to-be-a-maker-representative/4519) ### Matthew Rabinowitz #### Presentation [01:45](https://youtu.be/6UiF3gB215M?t=105) ![Intro](https://i.imgur.com/j1vknri.png) ![What is needed?](https://i.imgur.com/1zHrcpE.png) ![How is this similar to an "auditor"](https://i.imgur.com/0TyZHA5.png) ![Why is this important](https://i.imgur.com/aeTokXS.png) ![Maker Rep can execute NDA](https://i.imgur.com/4gglORX.png) ![Reporting](https://i.imgur.com/PLHRTK2.png) ![Reporting II](https://i.imgur.com/xJlDzi6.png) ![Graph](https://i.imgur.com/kz2ZWnW.png) ![Graph I](https://i.imgur.com/rN08WhX.png) ![Contact](https://i.imgur.com/bPrOiIv.png) #### Discussion - [13:10 - Juan Guillén: Can you walk us through an example? Let's say someone wants to do some construction. They would contact 6s Capital, potentially you need to approve the loan, then you would come with that loan to Maker to get Dai. These Maker Representatives, where would they fit and what would the process be?](https://youtu.be/6UiF3gB215M?t=790) - [15:35 - MakerMan: I want to make a point about one thing you mentioned. If there is an issue, the Maker Representative could only recommend a lowering of the debt ceiling, I don't know if Maker Governance would give us the ability to do it. My first question is, you are going to approach banks to do this, who is the person that oversees the financial stuff? What do you put up with a bank to be able to get a loan? I want to see how this works with the bank to understand who's the auditing role for the bank. My second question is, you are trying to keep track of fiducial data in a private way, and that's why you want the Maker Representative. With your clients, if they presummably say they that LendCo can share this private information with an auditing firm as long as they follow the NDA effectively, I think that you got to have that in the contracts so that they know there's some other agency that's auditing it. And with respects to how a bank does this, who is the auditor that performs this function?](https://youtu.be/6UiF3gB215M?t=935) - [18:40 - MakerMan: Let me do a follow-up on that. Normally, you are giving a loan out on a project and you have to verify that the assets that are backing the loan have an actual matching value and that whatever project is going on matches the loan profile. Inherently you are saying LendCo is going to do that when, in reality, a bank or another agency would do that that's independent of Lendco.](https://youtu.be/6UiF3gB215M?t=1120) - [23:30 - Gregory Di Prisco: Maybe an example would help here. Let's say you originate a new loan, you go to the DAO and you say it's going to "Wawa" and this is the amount, etc. and then the Maker Representative sees the actual loan documents that you can't post publicly and they see that the tenant is not "Wawa" but it's "McDonald's". Maybe that's a good example to highlight where the Maker Representative would raise their hand and say Matt is not being forthcoming with the DAO, he is lying about what he's putting in his documents.](https://youtu.be/6UiF3gB215M?t=1410) - [25:30 - Juan Guillén: Where would you see that? In some kind of reports? How does the representative know that those reports are real and is there any legal recourse if they are not?](https://youtu.be/6UiF3gB215M?t=1530) - [26:25 - MakerMan: It sounds like you have in your head certain requirements for this representative. If you are going to do a spot audit it means you have to have some capability to be able to perform an audit and you'll probably going to have to be able to read contracts, so what other abilities do you see that a Maker Representative is going to have to have to be able to perform their function?](https://youtu.be/6UiF3gB215M?t=1585) - [28:20 - Maarten: I think what we should avoid is to start relying on an army of advisors and specialists in all kinds of areas. We should get the lender do all of the homework and then somebody who has some understanding as a Maker Representative to sign off on it. My own background is legal and I would ask for legal opinions to be provided by 6s in this case, that all the documents are enforceable and that the entities actually exist and that there's a standard format for legal opinions. As long as that is delivered with the content that we would put on a checklist as a Maker Community before we do this, I think the Maker Representative should work with a checklist but without actually being a lawyer or an accountant.](https://youtu.be/6UiF3gB215M?t=1700) - [30:40 - MakerMan: So we have this checklist, potentially a Maker Representative could dig into one of the pieces of the checklist if they wanted to. Inherently, the Maker Representative is a quality assurance check: that all the i's and t's and details of this are done. And they're going to have to have the ability to do that potentially. You say, it shouldn't have to happen but this is why you do quality assurance checks. If everybody that has the responsability to provide the accurate information, also have the liabilities to go with not doing it right then everybody is covered.](https://youtu.be/6UiF3gB215M?t=1840) - [32:35 - User: Who would do the the compliance checks on the appraisers to make sure appraisers are operating within the boundaries of their engagement on a collateralized project?](https://youtu.be/6UiF3gB215M?t=1955) - [33:00 - Juan Guillén: I believe MakerMan said that the Maker Representative would not be able to lower the debt ceiling, if there was any risk, we would need Governance for that. Maybe you can touch on the Governance side a little bit?](https://youtu.be/6UiF3gB215M?t=1980) - [34:10 - Frank Cruz: In a traditional bank, when you apply for a commercial loan, you have a loan officer. Would you say that LendCo is the loan officer in this scenario?](https://youtu.be/6UiF3gB215M?t=2050) - [35:55 - MakerMan: My expectation is that you are going to want this to be a single facility versus a kind of multiple facilities that are broken for each of the projects. If we do it as a single facility and have, let's say, five project in there, if one of them it's going to close, I don't want to be in a situation where one of the projects is falling under and it might affect the other projects that are within the total loan profile and the debt ceiling of what we are going to give LendCo. How do you see that being handled? Are we are going to have one facility or multiple facilities that are specific to projects? ](https://youtu.be/6UiF3gB215M?t=2155) - [42:20 - MakerMan: My impression is that the Maker Representative should be a team of individuals that collectively are working on probably the entire loan portfolio in RWA, it shouldn't just be one person.](https://youtu.be/6UiF3gB215M?t=2540) - [43:20 - Juan Guillén: I want you to touch on two topics before we close. First, is the question brought in by LongForWisdom in the chat. What happens with the Governance side of this? Do the representatives need to be elected? Paid? Second, if we were to do a pilot, how would we do it? How do we form these representatives?](https://youtu.be/6UiF3gB215M?t=2600) - [47:25 - LongForWisdom: How would the DAO judge the performance of the representatives? How could we figure out who the good people are?](https://youtu.be/6UiF3gB215M?t=2845) - [51:30 - Will Remor: What about a 360 degree approach where some of the critical areas have such a due diligence and risk have a couple of people always onboard so they can collaborate with each other and peer review work reviews while also keeping each other on check](https://youtu.be/6UiF3gB215M?t=3090) - [53:55 - Next steps discussion](https://youtu.be/6UiF3gB215M?t=3235) ## Closing Comment ### Juan Guillén #### Outro [57:20](https://youtu.be/6UiF3gB215M?t=3440) - I hate to cut you and the whole conversation, but we have the collateral call with tBTC and Balancer next, so if you guys want to join us over there you are more than welcome! - Let's keep the conversation going in the forum. I feel like we are making a lot of progress so let's keep this going and if we need to have another of these calls to clear doubts, let's do it. Thanks everyone for presenting and your participation. See you on the other side! ## Credits - Gala Guillén produced this summary. - Everyone who spoke and presented on the call, listed in the headers.