A good-faith question: where does Matter Labs’ alignment with ZK holders come from now?

[Azizone]

I’m a long-term ZK holder. I’m not here to relitigate the ZIP-16 rescope or the semantics of what was or wasn’t promised — Golem has answered those points, and the vote will settle the rest. I want to ask a different, more fundamental question, and I’d genuinely appreciate a substantive answer rather than reassurance.

The question: after the v31 rescope, what concretely ties Matter Labs’ success to ZK’s value — not to ZK’s survival, but to its appreciation?
Here is the tension as I see it, stated as neutrally as I can:

1. Enterprise revenue arrives in fiat. Prividium licensing, Cari, ADI — these pay Matter Labs directly, regardless of where the token trades. The company’s business model no longer appears to depend on the token price in any way.

2. The value-return mechanism is built but switched off, with no date. The fee-flow contracts are deployed and audited; the burn function is live in the token contract. But interop fees were just deferred from v31, and the enterprise fee-routing mechanism remains “in development.” Everything is “available to a future governance proposal” — which is also true of things that never happen.

3. Meanwhile, value flows the other way on a schedule. TPP-18 mints 67M ZK per month to Matter Labs. That’s a dated, enacted, concrete transfer from token holders to the company — while the transfer in the opposite direction remains undated and unproposed.
   I don’t think any single one of these is illegitimate. Institutions asking for direct-to-L1 settlement is a real constraint. TPP-18 passed a fair vote. Deferring unfinished work is normal engineering. But taken together, they describe a structure where Matter Labs needs the token to exist — for governance, for grants, for the decentralization story — but does not need it to be worth anything. Holders carry all the appreciation risk; the company carries none.

   So, three specific asks:

   I. Sequencing commitment. Will Matter Labs commit to publishing an enterprise fee-routing proposal (the mechanism connecting Prividium/licensing revenue to the token) before Cari’s commercial rollout? Not passing it — governance decides that — just putting it on the table so the community can see the intended shape of value accrual before the revenue starts flowing. If not before Cari, then by when?

   II. Conditions, not vibes. “Fee activation remains available to governance” is true but empty. What conditions does Matter Labs believe should trigger activation of the dormant Gateway fee mechanics or an alternative? Volume thresholds? A specific release? If the honest answer is “we don’t know yet,” say that — it’s more useful than open-ended deferral.

   III. The alignment mechanism itself. Beyond team token allocations (which, at current prices, function closer to salary than skin in the game), what is the mechanism by which ZK appreciating benefits Matter Labs more than ZK merely surviving? If the answer is “reputation and long-term vision,” that’s worth stating plainly so holders can price it accordingly.

   I’m asking because I want to stay. A clear, even partially disappointing answer lets long-term holders underwrite this position honestly. Continued ambiguity forces us to assume the least favorable interpretation — not out of anger, but out of prudence.
   Thanks to Golem for engaging in the thread so far. I hope this framing is one Matter Labs can respond to directly.

[junkui.eth]

If you pay attention, you’ll notice that whenever a proposal in the forum enters the discussion phase, ZKNation’s Twitter always posts updates to promote it. But this time, there was nothing—no promotion, just radio silence and cold treatment. Yet once it entered the voting stage, it still won with an overwhelming advantage. If you don’t believe it, just wait and see. As the saying goes, the answer is already clear.

[Golem]

Hi @azizone,

Thanks for the good-faith framing. These are fair questions and they deserve direct answers. Where the honest answer is “not yet decided,” I’ll say that.

On the core question: what ties Matter Labs’ success to ZK’s value?

$ZK launched as the governance token of the ZKsync network, and that is how it is designated under the MiCA framework. Nothing passes without the Token Assembly. Its functionality can be expanded by governance through protocol upgrades; that design was deliberate.

Over the past year the broader space has shown what that expansion can look like. Tokens that launched as pure governance assets, AAVE and UNI among them, moved through their own governance processes toward mechanisms that route protocol fees into burns or accumulation. Alex has written publicly about ZK potentially following a similar path: as the protocol earns fees, governance can choose to direct a portion of them through onchain mechanisms it controls.

The compliant structure for that matters, and it explains the architecture. Matter Labs cannot unilaterally direct company revenue toward the token. That is why the Fee Flow contracts were built the way they were via ScopeLift: a governance-administered system, deployed and audited, that gives the Token Assembly the mechanism to route protocol fees, including toward burns, when there are fees to route.

On your three observations:

Enterprise revenue arriving in fiat:

Managed-services revenue pays Matter Labs for building and operating Prividium infrastructure. Matter Labs is a for-profit engineering company; that part is normal and separate from the protocol.

The protocol layer is where the token sits: when institutional chains operate on ZKsync, protocol fees can be generated at the network level, and governance holds the authority over how those are structured and allocated. These are two different flows, and conflating them is where much of the current confusion comes from.

The mechanism being built but switched off:

Correct, and it’s worth stating plainly: there are currently no protocol fees for the Fee Flow system to route. The v1 contracts are deployed and audited; what does not yet exist is the fee source. Public interop fees were deferred with the v31 rescope, and one clarification matters here because it keeps getting lost: public interop was never the institutional path.

It connected public chains through Gateway, required those chains to opt in, and current demand among the network’s public chains was not there. The institutional path, and the fee potential that comes with it, runs through Prividium deployments, and that infrastructure is what v31 and the current roadmap prioritize.

TPP-18 minting on a schedule while the reverse flow is undated:

The asymmetry is valid as of today, however there are two important things to consider as well. First, TPP-18 is denominated in ZK, not dollars: the real value of Matter Labs forward funding rises and falls with the token. The same monthly allocation funds materially more development if the token appreciates and materially less if it does not. That is forward-looking exposure, not legacy allocation.

Second, employee and investor allocations are not abstract: if part of someone’s compensation is paid in tokens and the token falls 90%, their compensation fell with it. A holder who bought $1k of ZK and an employee who earned $1k of ZK carry the same price exposure on that amount.

On your three asks:

I. Sequencing commitment:

An enterprise fee-routing proposal is being worked on, and the intent is to present it to governance when it is ready. We cannot commit to a date yet. What I can say about its shape: it builds on the Fee Flow architecture already deployed, and its job is to connect protocol-level fees from institutional deployments to the governance-controlled routing system.

II. Conditions:

The honest answer: activation makes sense when there are real, recurring fees to route. That arrives with commercial Prividium deployments generating live protocol activity. It makes more sense to activate into real volume than symbolically into zero, a switched-on mechanism routing nothing would be theater, and this community has had enough of that. Beyond that threshold, the specific conditions are genuinely not decided yet.

III. The alignment mechanism:

As covered above, the token-denominated forward funding through TPP-18, token-denominated compensation across the team, and a company that builds for one protocol only. None of that is a promise about price, and I’m not going to make one. It is the concrete structure through which the company’s interests and the network’s growth point in the same direction.

[Azizone]

Thank you, this response is much appreciated. I’ll take your word for it.

Just remember the strong reactions you get from the community are proof that we believe Matter Labs is building something of value.