An investment-committee memo is not a research note with a cover sheet. It is the document a partner can defend after the position has gone wrong. If the memo cannot be read that way, it is marketing.
Hedgen writes protocol research for allocators. We do not write buy, hold, or pass. The memo below is a structure, not a recommendation. The same headings apply whether the name on the page is a tokenized cash product, a credit market, or a governance token. The first public thesis we have put on a named book — Ondo Finance: Leading position, unproven economics — is an instance of this structure, not a template to copy.
What the committee is actually deciding
The first page has to state the decision, the mandate fit, and the maximum loss the desk is prepared to live with. “We like the sector” is not a decision. “We will take X of unencumbered risk against this legal stack, with these exit constraints” is.
Mandate fit is not a slogan. If the vehicle cannot hold a security, a permissioned token, or an unregistered note, the rest of the memo is wasted. If the LP documents forbid protocol tokens, say so on page one. Committees that bury eligibility in an appendix discover it after legal has already spent a week.
Maximum loss is not volatility. It is the residual after a halt, a failed redeem, an insolvent SPV, or a governance capture. Write the residual in words before anyone argues about yield.
Legal form, not ticker
The memo must answer: what do we own, against whom, in which court, with which documents. A token is usually a claim on an issuer stack, not title to the underlying CUSIP, loan, or vault asset. Recovery follows the issuer, the custodian, the administrator, and the bankruptcy remote (or not) vehicle — not the explorer page.
Name the issuer, the transfer agent or administrator, the custodian, and the document that creates the claim. If any of those is missing, the memo is unfinished. If the token can transfer to a wallet that cannot redeem, say that. Transfer and redeem are different rights.
Economics that are on, not announced
Revenue, fee switches, buybacks, and “value accrual” are not live because a blog post said they would be. The memo should separate: cash the protocol actually collects; cash that reaches the token or the equity; cash that is discretionary; and cash that has never been switched on.
Unproven economics is a first-class finding. A leading market position does not substitute for a working take-rate. If the only public line you can stand behind is a thesis of that form, write it that way. Do not paper over the gap with TAM slides.
Liquidity is a process, not a ticker volume
Committees confuse 24/7 transfer with exit. The memo needs: who may redeem; on what calendar (business days, cut-offs, T+n); who may halt; what the secondary book looks like for a non-redeeming holder; and what happens if the allowlist or the KYC vendor fails.
Write the weekend, the bank holiday, and the operational bottleneck. Tokenized cash that tracks a Treasury is still processed by people and agents. Cash stables that transfer in a block still redeem through an issuer. Both can fail in different places.
Governance and operational control
Who can upgrade the contract, change the oracle, freeze a wallet, or rewrite the allowlist. How many keys. What the pause looks like. Whether the “decentralized” label survives a single-operator incident.
If the answer is a multisig and a foundation, write the names and the quorum. If the answer is unknown, that is the finding.
Regulatory and counterparties
The memo should list the licences claimed, the licences actually held, the jurisdictions that matter for the holder, and the counterparties that can stop the product without a vote: banks, custodians, administrators, oracles, sequencers, stablecoin issuers.
Do not invent a licence. If the public record is thin, say the record is thin.
Scenarios, not a base case
One base case is not diligence. The committee needs at least: orderly redeem; delayed redeem; secondary discount with no primary window; halt or freeze; and a legal or insolvency path. Probability theatre is optional. Sequence of cash and control is not.
What does not belong
A price target. A score that pretends to be a rating agency. A comparison table that hides legal form. A client logo. A protocol-sponsored quote. Any sentence that could be read as Hedgen being paid by the name on the page.
If the memo cannot be circulated to an LP without those, it is not an IC memo. It is a deck.
The test is simple. Six months later, with the position impaired, can a partner open the file and show what was known, what was assumed, and what was refused. If not, rewrite it before the meeting.
