Tianya has resumed the login function. Can the 1999-yuan digital badge save Tianya?

Three years after the end of the golden age of BBS, Tianya Community, which carries the youth memories of a generation of Chinese netizens, announced its return on the occasion of Children's Day.

The new domain name tianya.net was hastily launched. On June 1st, when a reporter from IT Times tried to log in to the official website, the page loading was slow. After waiting in a queue of hundreds, it suddenly showed "Network interrupted".

Meanwhile, in the official WeChat mini-program of Tianya, "Tianya's Divine Posts", the "New Tianya Founding Member Service Package" priced at 1,999 yuan with a limited supply of 9,999 copies was being sold normally. The package includes a "Tianya Restarter Digital Badge" minted on AntChain.

According to Tianya's official statement, this badge is not only a digital souvenir but also permanently binds the community governance rights. Holders can also apply in advance for indirect investment in the equity of the new Tianya and transfer the badge three times within a year. This means that Tianya's "Digital Badge" combines governance rights, circulation and transfer functions, and investment channels.

On the afternoon of June 4th, Tianya Community resumed access. Can the 1,999-yuan digital badge become its "founding hero"?

"Sentimental tax" or "true belief"? The profiles of buyers

"Let me show you my interface." Xue Kai (pseudonym) couldn't wait to show the reporter from IT Times. The golden-winged horse badge beside his avatar was very eye-catching, and below it was a blue-labeled "Founding Member" sign.

"It's actually all about sentiment." Xue Kai is 35 years old. He registered a Tianya account when he was 12 in 2003. That was the golden age of Tianya. He was once so scared by the novel "Ghost Blows Out the Light" that he couldn't sleep. He also gossiped in the "Emotional World" section and even had heated arguments with other netizens over a post. "The word 'Tianya' to me is not just a website; it's twenty years of my youth."

After learning the news of Tianya's restart, at noon on June 1st, Xue Kai placed an order for the 1,999-yuan founding package. He knew clearly that this money had nothing to do with "rational consumption". "Sentiment sometimes doesn't care about cost-effectiveness." He told the reporter that he didn't buy it for the governance rights but to show Tianya that there are still people willing to spend money on it.

Different from Xue Kai's sentimentality, when Su Qing (pseudonym) placed an order for the 1,999-yuan "Founding Member" package, she immediately studied the terms of the rights and interests.

As a freelance writer, before Tianya shut down, Su Qing was an active user in the "Literary Works" section. After Tianya closed, she moved to other platforms to publish her works, but she always missed the atmosphere of Tianya: "There was no algorithm recommendation and no anxiety about traffic. If you wrote well, the moderator would mark your post as excellent, and it would naturally appear on the homepage."

She found that the 1,999-yuan package includes "a 10-year premium membership for the paid section of divine posts", "priority to apply as a good product recommender", "priority qualification to be the host of offline social spaces", and most importantly, users holding the digital badge can apply in advance to become a signed content creator of the new Tianya.

"For me, this is not a badge; it's an entry ticket for content entrepreneurship." In Su Qing's view, the 1,999 yuan is equivalent to an early investment in exchange for the early traffic dividends of the platform. With Tianya's existing user base and sentimental foundation, as long as she can seize the opportunity to build her own content brand, this investment is not a loss.

Peng Jie (pseudonym) was attracted by the "Tianya Restarter Digital Badge". As a digital collectibles enthusiast, he knows better than most ordinary people that most domestic digital collectibles cannot be resold.

"But Tianya is different. It clearly states that the badge can be transferred." According to Tianya's official announcement, "The 'Tianya Restarter Digital Badge' supports 'a maximum of three transfers within a year' and the transfer must be completed through 'a national compliant cultural property trading institution or an officially designated compliant platform'."

In Peng Jie's view, this is an extremely scarce policy bonus, which also means that the badge and even the entire package have liquidity and room for appreciation. Moreover, with only 9,999 copies available for sale, it further increases the scarcity of the badge.

However, he also thinks there may be risks. "The biggest uncertainty is, who exactly is the 'national compliant cultural property trading institution'? If it's a regular trading platform, there are still great business opportunities. Even if I transfer it out at the original price or a slightly lower price in the end, I won't lose out." So, Peng Jie decided to take a chance.

Although each buyer has different motivations, they all told the reporter that they have to wait for AntChain to complete the minting in a week to actually get their own digital badges. As for the various rights and interests promised by Tianya, they are still unknown for now.

The governance threshold that can only be crossed by paying

In 2022, the Internet Finance Association of China, the China Banking Association, and the China Securities Association jointly issued the "Initiative on Preventing Financial Risks Related to NFTs" (hereinafter referred to as the "Initiative"), which clearly set the core regulatory tone of de-financialization, banning securitization, and strictly controlling secondary trading of NFTs. Digital collectibles issued by leading platforms such as Whale Explore and Huanhe are either permanently prohibited from transfer or only support free and limited gifting. It is strictly prohibited to bind collectibles with financial rights and interests such as dividends, equity, and governance voting.

The Tianya Restarter Digital Badge, from its rights and interests structure to its transfer rules, breaks through the existing framework in many ways, which is also the most controversial core of this product.

According to the official document published by Tianya on the "Tianyaer" official account, the AntChain digital badge corresponding to the 1,999-yuan package is the only identity credential for the new Tianya founding members. Holders legally enjoy the rights of community co-governance: participating in the formulation and modification of the site-wide posting rules and platform operation terms, submitting product iteration proposals, exchanging platform points through community governance activities, and those holding a sufficient number of badges can apply to join the partnership system and have priority for indirect investment in the equity of the new Tianya.

In other words, to have the platform governance qualification, one has to spend 1,999 yuan to buy the limited digital collectible. Ordinary free-registered users cannot obtain the same rights. A community that was once open to all netizens now has a governance threshold that can only be crossed by paying.

Secondly, there are the transfer and trading rules. The red line drawn by the "Initiative" is: do not establish trading venues in disguise, do not provide continuous transfer and matching trading services for digital collectibles, and strictly prevent NFTs from achieving securitized transactions through circulation.

The rules of the "New Tianya Founding Member Service Package" show that the collectible is stored on AntChain in a compliant manner. A single badge can be transferred three times within a year in a compliant manner. All the attached rights and interests such as governance rights, distribution income, and partnership priority will be transferred to the transferee along with the collectible. The transfer operation is completed through the alliance chain to change the ownership, and the on-chain records are traceable.

Finally, according to the 1,999-yuan price and the limited supply of 9,999 copies of the "New Tianya Founding Member Service Package", Tianya will receive nearly 20 million yuan in fundraising. In the official WeChat post "Create Together with You and Restart Tianya", Tianya clearly stated that all the funds raised will be used for the preservation of Tianya's historical data, the restoration of access, and the implementation of the subsequent new Tianya plan.

Lawyer's interpretation: The rights and interests design is a bit "radical"

"The Tianya digital badge is bundled with rights and interests such as community governance voting rights, distribution income, indirect equity investment channels, and three transfers within a year. Its functions far exceed those of ordinary digital collectibles." Chen Danfeng, a lawyer from Shanghai Zhengce Law Firm, explained to the reporter from IT Times. Under the current legal framework, digital collectibles are usually regarded as "online virtual goods". However, this set of rights and interests of Tianya may give the badge financial attributes such as investment returns, asset circulation, and dividends, which may be close to the characteristics of "security tokens".

According to the Company Law of the People's Republic of China, corporate governance rights (shareholder voting rights) are statutory and exclusive. Non-shareholders generally do not have the right to vote on corporate affairs. Tianya grants buyers "community governance voting rights" by selling badges. If the actual content of this right is equivalent to the governance function in equity, it may involve disguised unregistered equity transactions or disguised issuance of securities.

Since the statement in the announcement about "participating in the formulation and modification of community rules" is too vague, further exploration is needed on the substantial content of the "community governance voting rights".

"Currently, the regulatory consensus in the domestic digital collectibles industry is to restrict secondary trading and financial speculation." In Chen Danfeng's view, the Tianya badge clearly supports three transfers within a year, which is a relatively radical design in China. It is mainly reflected in aspects such as high transfer frequency, complete transfer of rights and interests, the official bearing the Gas fee, and whether the qualification elements are compliant.

The key to Tianya's design of the "badge" circulation mechanism lies in whether the nature of the transfer behavior itself breaks through the financial red line. If the "badge" circulation mechanism is financialized and there are situations that induce users to make irrational transactions, there may be problems of violation or illegality.

Regarding the use of funds, Chen Danfeng said that Tianya sold the 1,999-yuan "Founding Member Service Package" to the general public through public channels, raising nearly 20 million yuan, and publicly promoted that the badge has rights and interests such as transferability, distributable income, and indirect shareholding, which may make buyers have expectations for future returns.

If the funds raised are not actually used for the promised data restoration and platform construction, or if the platform cannot operate normally in the end and the rights and interests cannot be fulfilled, it may touch the legal red line of illegal fundraising and may constitute a contract breach for consumers.

At present, Tianya's risk protection mechanism for buyers is not clear, lacking third-party fund custody or performance guarantee.

This article is from the WeChat official account "IT Times" (ID: vittimes), author: Shen Yibin, editors: Hao Junhui and Sun Yan. Republished by 36Kr with permission.