Yescoin "Fork": Bridging the Two Camps in Dialogue, Who Is Right and Who Is Wrong?

Original Title: "Interview with Both Sides of the Yescoin Team: Murky Equity Leads to Discord Over Control"

Original Source: Wu Talk Blockchain

On March 7th, the TON ecosystem project Yescoin issued a tweet stating that Yescoin's founder and Zhejiang University alumnus, Zhang Chi (Zoroo), was taken away by the Shanghai police from Hangzhou due to a business dispute with his partner, Wang Mouxin (Old Wang). The case has escalated to a criminal matter. The Yescoin team stated that the product is still operating normally and thanked the community for their concern for Zhang Chi.

In a tweet from the Yescoin official account, partner Wang Mouxin released a lengthy statement claiming that Zhang Chi had no actual investment relationship with 3WW3 or any other project; from the project's launch in February to early June, Zhang Chi did not participate in any work and focused his energy on his own Tonverse project; in July, Zhang Chi planned and initiated an illegal seizure event, illegally removed founder Wang Mouxin's authority, and illegally incited members to take control of the project; on October 31st, he conspired on Lark to sign related code information for online core income and prepared to illegally seize online revenue.

The Yescoin Hangzhou Zhang Chi team denies that the project belongs to Wang Mouxin, believing that the team itself has contributed more, and there has been no agreement on profit distribution. Eventually, all members agreed to remove Wang Mouxin.

Wang Mouxin's self-defense full text: Link to Document

Planet Daily's detailed summary: Link to Article

Yescoin Hangzhou team interview audio:

· XiaoyuzhouFM: Link to Episode

· YouTube: Link to Video

Yescoin Zhang Chi Hangzhou Team Interview Response:

Colin: Who is the founding team of Yescoin, really?

Eric et al: I am the only person in the project responsible for brand design and marketing design, and I am also one of the earliest members to join this project. Throughout the entire 0 to 1 phase, the only information I received about this project was its name — Yescoin. All visual aspects thereafter, including color selection, style setting (such as pixel art style), design aesthetics, and brand tone, were independently completed by me.

During this process, no one reviewed my designs, and all creativity and visual representations were autonomously decided and directly presented by me. Therefore, there is no existence of any "other people" or "someone else" to complete this entire design setup. I can provide all design output process records to prove this point. Additionally, this project was initially incubated by 3WW3, of which I was also an early member.

Regarding the project execution, from a personnel perspective, the original core team consisted of 7 people in total, including one product manager, two backend developers, two frontend developers, one operations personnel, and a brand designer. Among them, the three frontend, backend, and product manager were found by Lao Wang through outsourcing, recruited directly by him as external talent. The remaining four individuals, namely the core frontend developer, backend developer, operations personnel, and designer, were recruited into the system by Chi Ge in 2023 through 3WW3's internal processes. This was the basic composition of the team at that time, and these 7 individuals collectively completed the core development of the project.

Therefore, when Lao Wang says "he did it," and we say "we did it," strictly speaking, it should be understood as a joint effort by members of 3WW3. Because at that time, there was no clear concept of a corporate entity, and everyone was driving the project forward based on contributions and capabilities.

Now, regarding funding issues. If you were to ask who provided the funds, I can tell you clearly that the main source of funding was from 3WW3, as there are two aspects involved here. First, President Tang, myself, and other members of 3WW3 (including Zhang Chi) actually joined the project in the form of "human capital investment." In other words, we did not receive salaries, but our daily work and labor were essentially an investment in the project's equity.

During this process, since the project had not yet produced revenue at that time, it was not possible to discuss valuation or equity issues. However, based on the actual situation, our contributions were not just physical labor but also contributed to the real value of the project. Therefore, even though these inputs were not in cash, they were tangible investments.

Colin: As Lao Wang stated, was the money from start to finish all provided by Lao Wang?

Eric et al: We are using financing funds. Part of the funding also comes from another investor, but I am not at liberty to disclose their name. The contributions are not only from Lao Wang; Eric has also contributed, and even we ourselves have invested in it. While some living expenses are reimbursed, many business expenses are sometimes not even considered; we just spend the money as needed. Of course, compared to the majority of the funding, these amounts are not significant. Eric has spent approximately over 400,000 RMB in total. If needed, we can discuss whether we can display these records.

Colin: How much money do you think Lao Wang actually put in? Including the Asian-African Research Institute and Yescoin?

Eric: 0. I can definitively say it is 0. We had previously compiled data on Zhang Chi's side and have evidence that directly indicates that although Lao Wang did contribute funds, in the contribution records, he specifically noted the word "loan." Furthermore, in his communication with the member who was previously in charge of financing with us, he clearly emphasized that once subsequent financing funds are received, his 1.6 million RMB loan should be repaid as a priority.

Between 2022 and 2023, as the main entity, 3WW3, we received a total of 1.42 million USD in financing funds, which is the actual amount received. This money mainly came from individual investors. Known investors include Dashan from Waterdrop Capital; moreover, the vast majority of the funds came from individual investors. After July 11, we formally separated from Lao Wang. Subsequently, Zhang Chi personally took over all the debts, communicated with all investors one by one, and signed an agreement clearly stating that Zhang Chi would bear all the financial responsibility of the investors' contributions.

Colin: Whether it's Yescoin or 3WW3, does this project have an equity structure? Or is there a formal corporate entity? Are there any relevant legal documents?

Eric et al: The reason we had such a heated dispute is that from the beginning, this project never established a formal entity structure. Only Brother Chi realized the necessity of this issue, which led to various conflicts and disputes.

When we initially joined the project, it may have been out of pure or naive intentions, and everyone was based on verbal commitments to cooperation. Everyone was told they were "partners," but specific equity arrangements and legal agreements were never implemented. The initial idea was to get things done first, and then discuss these issues once there were results. However, after things were accomplished, Lao Wang started talking about "splitting up" or simply filtering out certain people, excluding core members. In other words, once the project really took off, he tried to unilaterally control everything.

Colin: So, all the partnership agreements and funding contracts were ultimately signed with Old Wang's company, right?

Eric and Others: We're actually not sure who he specifically signed with. This is something we truly don't know because he handled many things himself, and the specific details of the contracts were never disclosed to us.

Colin: How is it possible to have investments without formal contracts? Whether it's institutional or individual investment, at this level of fund flow, there must be contract support.

Eric and Others: We indeed do not know the specific investment contract situation. You can understand it this way—Old Wang wanted to control everything related to "receiving money", while we were in charge of all the "doing work" aspects.

Colin: So, during all this time, did you never ask him for a formal equity distribution plan for everyone?

Old Tang: This request was certainly made.

Colin: Or, at what point did you formally request a clear equity plan?

Old Tang: In June, we officially made the request to him. But before that, since the project had not yet generated actual returns, nobody paid much attention to these matters, and the team was still relatively united.

Colin: Because it didn't involve real interests, right? So, there were not many disputes at that time.

Old Tang: Yes, the problem is that in May, the project started to show some good results, and we officially began discussing equity distribution and dividends. However, even so, we did not make excessive demands, just tried to communicate, hoping to reach a reasonable solution. Moreover, we have talked to him three times, but each time his attitude was very perfunctory, constantly making promises for "a few more months" to resolve the issue. I have recordings here to prove his statements.

However, when the time he promised came, not only did he not fulfill his promises, but he also started looking for a new team, trying to transfer the project's resources and funds to them, letting the original team members "go find jobs on their own". It was because of this that on July 11, we unanimously agreed to remove Old Wang from the management team while still retaining his corresponding equity.

I personally believe that there was nothing unreasonable about our handling of this matter. Lao Wang was not suitable to lead this team and was unable to add true value to the project through management. His actions have severely harmed the team's interests. Therefore, on July 11th, all members of 3WW3 unanimously agreed to remove him.

Colin: So, there are still two issues at hand now. The first one is, Lao Wang questions whether you actually made a lot of money through this Bot's redirection. Is this true?

Eric: It is like this, objectively speaking, the peak of project traffic was from May to November of last year. During this time, the entire Telegram ecosystem was at its hottest, and everyone knew that. During this period, all commercial activities, commercial decisions, including our traffic redirection deals with partners, we estimate the total revenue to be between 2 to 3 million US dollars. However, all this business revenue is held solely by Lao Wang and not by us.

From November 7th, when we officially took over the project, in the three months from November, December to January of this year, our business revenue mainly came from traffic exchange and slow traffic modes. Even if there was revenue, we reinvested most of the funds back into the project development.

Colin: During this period, how much total revenue did you approximately receive? And how was the cost consumption?

Eric: The total revenue was approximately between 400,000 to 500,000 US dollars.

Colin: Understood. There is another question, regarding issuing tokens, right? You actually missed a great opportunity to issue tokens. The situation has now become difficult, is the main reason for this due to internal strife?

Lao Tang: From my perspective, the main reason is a decision-making mistake. The best market opportunity was actually in May, when everyone was pushing the project forward, and the real internal conflict only erupted after July 11th.

Colin: I see. So after July 11th, your Hangzhou team took over the project, and Lao Wang may be trying all sorts of methods, whether it's filing a case, reporting to the authorities, or suing, right?

Lao Tang: Not quite. He missed the opportunity to issue tokens, then deliberately set up various corporate entities, even claiming to own intellectual property rights. In reality, his goal was to target us, not to consider the project or users. He has never truly cared about the project's development or understood the actual needs of users. He may not even have a basic understanding of the user demographics, let alone actually engaging with and understanding them. It is we who have always been in direct contact with users, analyzing their needs, and knowing how to attract them.

Colin: However, from a legal and equity perspective, the questions you have raised may not be very meaningful. For example, let's say Musk has invested in a company, if he is a major shareholder in the company, then no matter how hard the employees work, in the end, the company still belongs to Musk.

Old Tang: Right, but the situation here is different. The employees Musk has invested in have formal contracts, while we have not received any salary from the first day of the project but have participated as partners. It's just that in the actual operation, we bear greater responsibility, and everyone's roles are different.

From the beginning, we did not define team members based on a traditional employment relationship, but everyone worked as partners to drive this project forward.

Colin: So, between when you formally took over the project and the recent outbreak of this event, have similar situations occurred many times? Or has it been relatively stable overall?

Old Tang: Similar situations have occurred many times. This is also a point I want to emphasize. For example, the communication software we used in the past was Lark, and later the management permission of Lark was inexplicably taken away by some kind of "mysterious force."

Not only did they take away the Lark permissions, we even received email notifications showing that our email login permissions had been changed. This means that they could use our accounts to log into the system and even post information. So, much of the information was taken out of context or tampered with, and we also lost some historical records, making it impossible to verify some key details. At that time, we realized that the team had been artificially divided, and some core resources had been artificially cut off.

Colin: I understand, this kind of thing is actually quite normal. Around the so-called equity and control, Old Wang may continue to appeal, including using various legal means to try to regain control. Permission struggles for tools like Lark are also common in such disputes.

Old Tang: Yes, we have always been focused on the project itself, while he has been behind the scenes, making moves against us, trying to target us. And I think he may have started planning all of this more than half a year ago.

Colin: I see, so what is your response plan to this situation now? Have you already communicated with lawyers or the police?

Old Tang: Yes, we have taken legal action to address the situation.

Colin: And now the main authority of the project has been taken away from him, right?

Old Tang: Not exactly. The core is still on our side; this is essentially a civil dispute. However, the issue is that, for some reason, this matter has been escalated into a criminal case by "some force." That's the most baffling part.

Colin: I mean, has he taken control of the Bot's management and the Telegram channel?

Old Tang: We still have control over part of the Bot's and channel's permissions; it's just that a "hard fork" situation has arisen now.

Colin: OK, I heard earlier that in February, Eric mentioned that Lao Wang somehow used his relationship with the TON Foundation to transfer ownership of the main channel?

Eric: Yes, that's correct, he transferred ownership of the main channel.

Old Tang: However, after he took over the main channel, we also established a new traffic channel and retained new Bot permissions.

Colin: So are users still on the original channel or have they moved to the new one?

Old Tang: They are on both sides; it's like there are now two versions of the Yescoin community, the original and the new one.

Colin: So, this situation seems intricate, but fundamentally it's not that complicated. Ultimately, it's because there wasn't a clear contract and equity structure established during the initial startup, which led to these disputes. In the end, everyone sticks to their own words and positions.

Old Tang: Yes, and the most bizarre thing is that what should have been a straightforward equity dispute has somehow, by unknown means, been forcefully escalated into a criminal case. Furthermore, this project, which has been developing in Hangzhou for the whole journey from 0 to 1 over the past two years, has now been transferred to Shanghai, which is truly incomprehensible.

Colin: Actually, this situation is quite common in the Web3 industry, such as with exchanges like Binance. When Binance was just starting out, they allocated tokens to many advisors and investors, but as the company grew, Binance no longer recognized these early commitments. Because when a company grows to the scale of a billion-dollar enterprise, they may simply not be willing to honor those early investments or commitments of just a few million dollars.

Old Tang: This might be the case in business, but we still believe that the Web3 industry should uphold some idealism. A decentralized organization should be driven by a group of like-minded individuals, rather than letting capital control everything. This was also the more naive aspect of our initial vision. Looking back now, perhaps this is a classic case of "bad money drives out good," where idealistic young people end up being the losers.

Colin: Idealism doesn't justify everything. Indeed, such matters are hard to draw conclusions on and it's difficult to determine who was right or wrong. But from your experience, this has also served as a warning to other entrepreneurs—Web3 entrepreneurs need to have legal awareness, equity awareness, and contract awareness, otherwise similar issues can easily arise as the project scales up.

Old Tang: Yes, that's part of our reflection as well.

Colin: So, does this mean that none of the members of the team in Hangzhou signed any contracts throughout the entire process, nor were they involved in any company's equity structure?

Eric: Yes, that's correct.

Old Tang: It wasn't until the project moved to Shanghai that they began to formalize these structures, and the individuals brought in at that point were mostly from Old Wang's original team. Initially, he introduced his team to us as outsourced personnel, then he took his outsourced team to Shanghai and found a new batch of outsourced team there. At that time, he told us it was just a temporary adjustment and that they would return to Hangzhou. We also have video records from that time.

At that stage, we were still discussing the incentive plan, there was some level of trust among us, and Zhang helped drive this. But by July, we had a clear agreement that all authority would be held by Zhang as an agent to negotiate the final incentive plan. By November, the incentive plan was still not finalized, and Old Wang's side completely isolated us. To protect our interests, we had to take control of the core project account to ensure that our work would not be taken advantage of.

Colin: Why wasn't a compromise reached in the end? After all, the current situation is actually a lose-lose or multi-lose situation for everyone.

Old Tang: The specific reasons may only be clear to Lao Wang and Zhang Chi. They had many communications, but they never reached an agreement. Of course, I can only provide a personal assessment of Lao Wang. I think he is very good at putting on a show. Zhang Chi had more interactions with him, and Zhang Chi's feedback was that Lao Wang is very selfish and insatiable. For example, during their negotiations, Lao Wang at one point demanded that the team relinquish almost 80% of the benefits. This allocation scheme would not leave a reasonable profit margin for the team at all. In other words, it was even worse than the salary of a regular job.

One of the founders of Yescoin, Lao Wang, responds to an interview:

(Since Lao Wang disagreed to have the audio broadcast, only text excerpts can be provided.)

I should have first met Zhang Chi around July or August of 2022. At that time, I had a idea to create a community similar to a DAO.

Zhang Chi's early core focus was mainly in an HR role, helping to see if there were suitable partners to introduce to the community, and making connections. Zhang Chi had also run communities before and knew many people. Therefore, in this process, his role leaned more towards community operations, helping to recommend suitable talent.

The community initially didn't involve marketing, product, or business, merely producing some content, such as some articles on public accounts. Throughout 2023, the industry was still in a bear market, but by the end of 2023, the Bitcoin ecosystem started to heat up, and the community vibe changed. At this point, the community's traffic began to increase. Although people came and went, there were also some fixed partners who stayed and were willing to try some business activities based on the community.

At that time, my personal commitment was that I could reimburse all expenses for food and lodging. If someone had some product ideas, I could also provide early support.

By 2024, the market started to recover, and everyone had their own ideas about trading or other aspects. In this process, early team members gradually started to do their own things.

However, at the same time, there began to be some value differences within the community, which was harmful to the community. The community itself is not a company. It does not have strict management mechanisms and cannot dismiss members at will, so I could only maintain a certain balance within it.

As more people joined, the community also began to move towards decentralization, gradually forming some small groups and cliques, with everyone forming their own projects. During the same period, multiple different projects could be seen going on within the community.

At the initial stage, the funding support for these projects mainly relied on the community reimbursement mechanism. Later, some projects also began to receive independent investments. However, incubating projects in the community is not easy due to the decentralized management model, making overall planning difficult and resulting in decreased efficiency.

By the later stages, the community's reimbursement costs became increasingly high. The most profound impression on me is that at its peak, the monthly reimbursement amount could reach hundreds of thousands of Chinese Yuan.

In this process, it is inevitable to encounter the phenomenon of "not afflicted by scarcity but by inequality," and there may even be a situation of "bad money driving out good." Because some people have control over the community's fund expenditure, and some have control over the project's resources, internal conflicts inevitably arise.

In the later stage of Yescoin's community development process, everyone did their own thing. However, Yescoin, this specific project, was jointly initiated by myself, my partner of 9 years, and an external partner. Around mid-February 2024, my partner and I started discussing this direction, and around February 28th, we finalized the project name.

During the period from March to May, Yescoin grew extremely fast. But there was a key point in time - the progress of fundraising. The progress of fundraising may not have been as fast, and at that time, I was always at the forefront pushing for product development, operations, and partnership matchmaking. From all the work records, these things were mainly led by me.

Next, as the community's influence continued to expand, the project grew exponentially, leading to extremely tight funds. The team needed to expand, but the initial core team was insufficient in number, so we were in a frenzy of hiring. However, in this process, due to rapid growth, the management of some personnel's permissions became relatively lax, thereby laying the groundwork for subsequent issues.

In the part related to the Asia-Africa Research Institute, my personal expenditure exceeded 4 million Chinese Yuan. Yescoin spent a total of over 1 million US dollars. I tended to give money directly, and in terms of account management, there was indeed some negligence. So, initially, Eric held some accounts, a certain developer held some accounts, and another was a developer from our company who also held some accounts.

Then, around May or June, in this process, they began to continuously adjust the permission settings, gradually centralizing the account management in the hands of the Hangzhou team. And frankly, it was because after Notcoin went up, the atmosphere in the community started to become strange. Because no one would actively come to Yescoin before, but at that time, the project's visibility increased, everyone started grabbing resources, and issues started to arise.

By July, they should have gone through several "rehearsals" and then just announced directly that the account belonged to them. At that time, I happened to be on a business trip, and they took advantage of this timing to completely revoke my permission. This incident happened very suddenly, and I was totally unprepared at the time. It was only upon my return that I discovered all account controls were no longer in my hands. I was quite passive at the time and could only try to resolve the issue. The information asymmetry between both parties also led to conflicts. On one hand, the Hangzhou team kept saying they didn't have enough funds, but on the other hand, based on work records, they had been using the account permissions to siphon off resources for quite some time. In short, while the account did start in the hands of employees early on, the Hangzhou team gradually, through various means, took complete control of the permissions.

A member of the Shanghai team had permissions because he was part of it. However, when he went to the Hangzhou community, he was influenced, you could say brainwashed. The Hangzhou team emphasized concepts like "decentralization," "freedom," and certain vested interests. He was influenced by these ideas and transferred his permissions to the Hangzhou team.

Actually, the most crucial permission at the time, the key part, was the Bot account, which was originally designed and managed by the Shanghai team. Later on, the Hangzhou team built on this and gradually expanded their permissions, taking over more project resources and opening new Channels. Looking at the overall situation, it is true that some members of the Shanghai team were indeed affected, and later we discovered a complete series of evidence showing how permissions were gradually transferred.

I have financing terms, business contracts, and a series of related documents in my possession. All the company's equity proofs, including my personal investment records, are in these materials. I am fully aware of my rights.

In theory, some early team members may indeed have had some options or equity. However, the issue is that at that time this matter had not been formalized. Zhang Cheung had not officially entered the shareholder structure, so this matter was simply non-existent. At that time, Zhang Cheung and others were not on the shareholder list. Eric, in the early days, was only responsible for community operations, and there was another person in charge of design. So, I could not have signed a shareholder agreement with each person upon their hiring, as it would only have escalated conflicts. Our original intention was for key decisions to be made by two or four people, but in reality, by then the team had grown to over a dozen people, making the situation even more complex.

To be honest, at that time, everyone was excitedly working on this project, and I also believed that this could be a long-term endeavor. Thus, throughout the process, I always hoped to make it operate more sustainably. However, by July, some individuals were already clandestinely selling traffic and engaging in private deals with external forces. When they realized that things might not work out, they seized full control of the account permissions at that opportune moment.

At that time, Zhang Chi stepped forward to negotiate with me, but he had more information than I did, and he used some internal team issues to bargain with me. In fact, I was discussing equity distribution and salary structure with the team myself, but in the end, it turned into their attempt to take over the entire project.

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