[TPP-15] ZKsync Association Donation

Abstract

This Token Program Proposal (TPP) authorizes a donation of 73,000,000 ZK ($1.6M @ $0.022) to the ZKsync Association to support the pursuit of its statutory non-profit purposes, as defined in its Articles of Association and outlined in detail below.

The ZKsync Association is a non-profit association under Austrian law, established to promote secure, transparent, and censorship-resistant digital infrastructure and to support the development and governance of the ZKsync ecosystem. It is the issuer of the ZK Token, deployer of token and governance smart contracts, and the legal and operational foundation for the ZKsync governance system (including the maintenance of the free of charge and publicly available governance portal). This donation supports essential ZKsync Association operations for the next 12 months.

Motivation

The ZKsync Association is a non-profit, ownerless association (Verein) under Austrian law. It has no shareholders or equity - instead, it pursues a purpose on a not-for-profit basis. The ZKsync Association therefore relies on donations in order to pursue its purpose.

A dedicated donation from the Token Assembly:

• Recognizes the ZKsync Association’s public-interest role as issuer of the ZK token, publisher of the MiCA White Paper and steward of the ZKsync governance system;
• Supports the continuation of listing efforts of the ZK Token on reputable exchanges to foster widespread adoption of decentralized and immutable systems;
• Maintains the independence of the ZKsync Association as a non-profit entity aligned with MiCAR and Austrian association law.

ZKsync Association Legal Background

The purpose of the ZKsync Association includes, among other things (as outlined in ZKsync Association’s AoA):

• Enhancing digital literacy around cryptography, zero-knowledge proofs, and blockchain-based networks.
• Supporting the development of secure, transparent, and censorship-resistant digital infrastructure.
• Promoting democratized and decentralized governance of zero-knowledge protocols and ensuring access is possible regardless of origin or financial resources.

To achieve this Purpose, the ZKsync Association:

• Has issued the ZK Token and deployed governance-related smart contracts.
• Authors and maintains the ZK Token MiCA White Paper, aligning the ZK Token with EU regulatory standards.
• Operates and makes publicly available the ZKsync Governance Portal and Forum, and maintains governance documentation and open-source repositories.
• Supports transparent coordination between ZKsync governance bodies such as the Token Assembly, Security Council, Guardians, as well as other ecosystem participants.

The first 2024-2025 ZKsync Association Operational Report shows that the Association has already:

• Designed and launched the ZK Token and ZKsync Governance System.
• Deployed audited governance smart contracts, token contracts, and capped minter infrastructure.
• Supported live governance operations, including standard protocol upgrades, emergency actions, and complex token programs.
• Hosted, attended and spoke at various events and conferences throughout the year, including Delegate meetups, curating governance-focused Community Hubs at Devcon & Devconnect, and hosting governance operator workshops.

Intended Use

While a donation is not tied to specific deliverables, the ZKsync Association intends to use the tokens in accordance with the ZKsync Association AoA, inter alia to:

• Support its work as issuer of the ZK Token and author of the MiCA White Paper, including legal and compliance-related work.
• Maintain and improve public-interest governance resources (governance portal, forum, documentation, open-source repositories).
• Advance education, events, and public resources that increase digital literacy and participation in ZKsync governance, in line with its Purpose and Articles of Association.
• Strengthen operational resilience for governance-related coordination across the Token Assembly, Security Council, Guardians, and other ecosystem organizations.

These descriptions are informative only and do not create binding obligations.

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Program Mechanics

Donation Structure

• Total Donation: 73,000,000 ZK
• Recipient: ZKsync Association (Austrian Association, register number 1612209629; registered office Kärntner Ring 5–7, 1010 Vienna, Austria).

Onchain Actions

• Grant ZK Token Minter Role to ZksyncAssociation_Parent_2026

Admin Multisig

The Admin multsig controlled by the ZKsync Association with have a 4/6 signer threshold: 0xd41F46bf5d3a998A38cceAb840027227A9b9e853

The 6 signers include directors, employees and contractors of the ZKsync Association, as well as the Association Directors.

Accountability, Security, and Transparency

• Association Director Oversight: The Association Directors’ role ensures compliance with Austrian law and usage of the donation funds in accordance with it’s non-profit purpose as outlined in the Association’s AoA. The board of directors has direct oversight over all allocation of donation funds.

In addition, the ZKsync Association, independent of this proposal and in line with its purpose, follows a set of transparency practices:

• Public Reporting: The ZKsync Association publishes an annual operational report summarizing activities, governance system updates, and key learnings, such as the 2024–2025 report. In addition to the upcoming 2026 report, the Association plans to produce an overview of budget breakdown for the year.
• Documentation: The ZKsync Association maintains public governance documentation, smart-contracts, legal references, and token program overviews at docs.zknation.io and related resources.
• Regulatory Disclosures: The ZKsync Association maintains, and where necessary update, the ZK Token MiCA White Paper in line with applicable regulatory requirements.

In alignment with the non-profit structure of the ZKsync Association, nothing in this proposal creates any additional legal or contractual obligations for the ZKsync Association beyond those arising under applicable law and its Articles of Association.