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PARKA™ RESEARCH ← ALL EXHIBITS

EXHIBIT R-7 · NON-NEGOTIABLES

Parka — Entity-Grade Protection for Individuals

Date: 2026-06-10 Author: the research agent (founder-directed session) Status: IDEATION v2 — charter adopted, scope sharpened same day (see "Scope sharpening" below). Working name "Parka" (the protective layer an individual wears); rename freely. Portfolio: Komatik research line.

ISOLATION BOUNDARY (2026-06-10 — read before doing anything with this)

Parka is a research project and thought experiment. It is NOT a Komatik business initiative and must not contaminate the platform's working memory:

Scope sharpening — 2026-06-10 (same session)

Three definitional decisions, in the founder's words: Komatik can already render all of these services at a cost; "what parka is, is to see at what price point I can run these services at the lowest possible cost to the user. This is a non-profit so the costs equal for both parties. I want to create a simple product that a simple business can operate for real. This is not 'create a fake company' — it creates something that the individual actually wants to do with their life and gives them the cheapest most cost-effective route to cover all of these legal requirements for an individual."

What this fixes in place:

  1. Parka is a NON-PROFIT, priced at cost. The research objective is not a margin model — it is a cost curve: the true marginal cost per entity-month of agent-rendered back-office competence, driven as low as it can go. The user pays exactly what it costs to run. (Komatik generates the revenue; Parka is a do-good application of the same engine.)

  2. Real businesses only. Parka serves a person who actually wants to run the business — it is the legal/operational chassis under real economic activity, never a shell. This is ethically load-bearing AND legally load-bearing: undercapitalized shells with no activity are what courts pierce; a real operating business with real revenue and clean books is what the statutes were designed for. The intake gate is the activity, not the paperwork.

  3. The founder's lived cost datapoint resets workstream B/C economics. His real floor running this stack himself: ~$100/yr — Northwest registered agent is the only true purchased line item; bookkeeping, operating agreements, formalities, and tax calc are "old-world calcs," all programmatic. So the $2–5k/yr professional-services floor (the figure below, kept for the asymmetry argument) is what the EXCLUDED pay or can't pay — not Parka's cost basis. Sketch of the true per-entity cost stack to be validated:

    • state filing (one-time, $50–$500, state-dependent) + annual state fees (WY ~$60 … CA $800 franchise minimum — jurisdiction strategy is itself a Parka service)
    • registered agent ~$100/yr (floor candidate for further compression at volume)
    • agent compute for the monthly ops loop (bookkeeping ingest, calendar, doc-gen, veil-integrity invariant checks) — estimate single-digit $/mo, to be measured
    • pass-throughs priced at occurrence, not retainer: insurance premiums, licensed-human judgment events (CPA/attorney, priced per occurrence)

    Working target to validate or kill: all-in agent-operated entity at under ~$20/mo ex-state-fees, with a path lower.

  4. A durability claim to test, not just a cost claim: an agent-operated entity should be MORE pierce-resistant than a traditionally-staffed one — every transaction, transfer, and formality machine-executed and logged yields a complete timestamped separateness record that most human-staffed small businesses cannot produce. Cheapest version = strongest version, if the evidence trail holds up against real veil-piercing case law (workstream B test case).

Brief

The founder's framing, verbatim:

I keep thinking about the socio economic disparity between the working class and the elites. [...] in the united states citizens united got the government to treat businesses like people [...] but this didn't remove some of the already beneficial things that business got to do [...] they also kept all of the benefits that regular everyday tax paying citizens didn't get like chapter 11 bankrupt protection, tax loopholes and government programs that are tailored specifically to job creating entities. My thought now is that if komatik ai is an engine that can turn single people's ideas into runnable companies then we can do the same by extending these business-like protections to the user. Right now an llc is incredibly easy to start, open and run — when you start an llc now your personal assets are protected in the case of bankruptcy, the elites use the business as their personal buffer so that if anything does happen nothing can touch them personally. A normal person does not have this protection — if someone messes up, companies get them for all they are worth in bankruptcy, it literally ruins your life for 7 years.

Grounding corrections (so the research aims at the real mechanism)

The intuition is right; three load-bearing details need correcting before they shape the work:

  1. Citizens United is the wrong legal anchor. CU (2010) is about campaign finance and corporate political speech. Corporate personhood and limited liability are far older (Dartmouth College 1819; Santa Clara 1886; state LLC acts 1977→1996). The asymmetry we care about lives in the bankruptcy code, state liability statutes, and the tax code — not in CU. Anchoring on CU makes the project rhetorical; anchoring on the codes makes it actionable.

  2. An LLC does not shield a person from their PERSONAL liabilities. It shields personal assets from the entity's creditors — not the reverse. Personal medical debt, personal credit cards, personal torts still reach personal assets. Worse, the shield leaks exactly where normal people need it:

    • Personal guarantees — banks/landlords demand a PG from any thin-credit entity, re-exposing the person on the debts that matter most.
    • Veil piercing — commingled funds, undercapitalization, alter-ego use: precisely what naive "personal LLC" usage produces.
    • Single-member LLC weakness — charging-order protection is weak or gone for SMLLCs in several states (Olmstead/FL, Albright/bankruptcy).
    • Assignment of income — W-2 wages cannot be routed through an entity to capture business tax treatment.

  3. "Secretly converting" is the one version that cannot ship. Concealment converts lawful structuring into fraud and kills the protection it was meant to provide (fraudulent transfer doctrine reaches it all anyway). Everything here must be the OPEN version: the same structures the wealthy use openly, made operable by people who can't afford the staff.

The sharpened thesis

The disparity is not access to entities — an LLC costs ~$50–$500 and a form. The disparity is access to the OPERATIONAL COMPETENCE that makes the structure hold: the bookkeeper who keeps accounts separate, the accountant who times income and elections, the lawyer who papers contracts through the entity, the compliance calendar that never lapses. The wealthy buy that staff on retainer; for everyone else the entity either never gets formed or gets pierced the first time it's tested.

That staff is exactly what Komatik builds. Parka = the agent fleet as the back office that makes entity-grade protection actually hold for one person. This is the legal/financial wing of the mission — "a normal person does what enterprise can" — applied to the law instead of to software.

Research workstreams

A. The asymmetry map (descriptive). Catalog, with citations, every entity-class advantage and its individual-class counterpart: Chapter 11 / Subchapter V reorganization vs Chapter 7/13 + BAPCPA 2005 means-testing (which the credit industry wrote); expense deductibility vs almost-none; QBI §199A; loss carryforwards; depreciation; business credit (EIN/D&B) decoupled from FICO; SBA and job-creation programs. Output: the disparity ledger — the project's evidence base and its public-narrative asset.

B. The portability test (analytical). For each advantage: CAN it legally attach to a one-person economic unit, FOR WHOM, and what operational discipline keeps it attached? Expected result: gig workers, creators, 1099 contractors, and anyone Komatik turns into a one-person company are strong candidates; pure-W-2 life is mostly not portable (assignment of income) — which itself is a finding about who the product serves.

C. The product hypothesis (Komatik integration). A Komatik unit type: "operated personal entity." Agents do formation, registered agent, separate accounts, bookkeeping, contract papering, compliance calendar, election timing, annual filings — the veil-integrity work — as a hosted outcome under the service-as-software model. Research question: minimum agent-operated service that survives a real veil-piercing challenge and a real bankruptcy event.

D. Bright lines (constraints). Unauthorized practice of law (self-help / software exemptions vs counsel partnership); tax avoidance vs evasion; reasonable-compensation rules; state-by-state variance (WY/DE/NV strong, SMLLC-weak states); no concealment, ever. These are design inputs, not blockers — the wealthy version operates inside all of them.

Validation questions before any build

  1. For a 1099 driver / creator / freelancer: quantified delta in (a) asset exposure on a business failure, (b) effective tax rate, (c) credit blast radius — with vs without a correctly-operated entity. If the delta is small, the project is narrative, not product.
  2. What does veil-integrity-as-a-service cost agents to run per entity-month, and does Phase-A unit economics beat the $300/mo bookkeeper+CPA floor that currently gates this?
  3. Where is the first real user — likely a Komatik job customer whose engine output already needs an entity wrapper?

Non-goals (this phase)

No entity formation for real users, no tax positions, no legal advice, no "convert everyone" mechanism. This phase is the map, the portability test, and the product hypothesis — research that ends in a go/no-go with evidence.