Tokenization

Token classification: legal analysis and structuring memo.

We assess how your token is likely to be treated in law (utility / payment / security / hybrid), map regulatory triggers across jurisdictions, and propose a safer structure: token rights, distribution perimeter, restrictions, disclosures, AML/KYC and documentation roadmap.

Best before fundraising, listing, partnerships, market expansion, or launching marketing communications.

Typical outcomes

Classification memo with risk rating.
Distribution perimeter and investor eligibility plan.
Token rights & restrictions recommendations.
Disclosure and documentation roadmap.

Often paired with whitepaper review and STO documentation.

Scope

What token classification analysis covers

“Token classification” is not a label you pick — it’s an outcome of token rights, distribution, marketing, investor targeting, and your operational model. We focus on what triggers regulation and liability.

Core

Rights & legal nature

What the token represents and what holders can enforce.

Economic rights (profit share, yield, redemption).
Governance rights and control features.
Utility claims and “consumption vs investment” signals.
On-chain/off-chain enforceability and issuer obligations.

This is where most “security triggers” appear.

Distribution

Offering format & perimeter

How you sell/allocate the token matters as much as what it is.

Private vs public offering and exemptions.
Investor/user types and eligibility rules.
Marketing and promotion restrictions.
Geographic perimeter and cross-border risk.

We propose implementable guardrails.

Regulatory

Regulatory triggers map

Identify which rules/licences may apply and why.

Securities/financial instruments triggers.
Payment/e-money/transferability perimeter (where relevant).
Platform/custody/broker features and licensing risk.
Ongoing obligations (disclosure, reporting, governance).

Helps avoid “accidental regulation”.

Compliance

AML/KYC and transfer controls

Controls required for issuance, transfers and counterparties.

Onboarding expectations and evidence standards.
Sanctions/PEP screening and monitoring narrative.
Whitelisting, lock-ups, and restriction enforcement.
Source of funds / risk-based approach (as applicable).

Critical for banks, custodians and platforms.

Docs

Disclosure & documentation roadmap

What documents you need to support your model.

Token Terms / T&Cs and investor rights matrix.
Whitepaper disclosure upgrades and disclaimers.
Offering docs / PPM (if needed).
Corporate approvals and operational contracts.

Turns analysis into a practical plan.

Output

Classification memo & recommendations

Clear deliverables you can share with stakeholders.

Written memo with classification and rationale.
Risk rating (severity and likelihood).
Structuring alternatives to reduce triggers.
Next steps checklist and deliverables list.

Investor/partner-ready format.

Process

How we classify a token

We take your token model and distribution plan, identify triggers, and provide a defensible classification memo with practical remediation options.

Inputs we need

Token model description (rights, utilities, economics).
Distribution plan (sale/launch/listing/airdrops).
Target markets and investor/user types.
Any whitepaper, deck, website copy or token terms draft.
Operational flows: custody, settlement, onboarding, reporting.

If materials are early-stage, we can work from a short call + bullet-point model description.

What you get

Memo

Classification rationale and regulatory trigger map.

Risk rating

Severity/likelihood and what causes the risk.

Structuring options

Changes to rights, restrictions, offering format and disclosures.

Roadmap

Document pack and compliance steps to reach launch readiness.

We can then prepare STO documentation, token terms, policies and partner DD packs if needed.

Options

Token classification options (indicative)

Choose the depth based on whether you need a quick risk scan or an investor/partner-ready memo with structuring alternatives.

Light

Quick risk scan and trigger list.

analysis

Top regulatory triggers and red flags.
High-level classification view (likely outcomes).
Quick recommendations to reduce risk.
Short next-step checklist.

From €1,500

Indicative. Depends on complexity.

Standard

Written memo + perimeter + remediation plan.

most common

Classification memo with rationale and risks.
Distribution perimeter and eligibility approach.
Structuring alternatives to reduce triggers.
Documentation roadmap (terms/PPM/policies).

From €3,500

Indicative. Scope agreed in writing.

Pro

For fundraising/listing: deeper review + stakeholder support.

launch-ready

Standard pack + review of whitepaper/terms consistency.
Marketing claims guardrails and disclaimer set.
Partner/investor DD Q&A support (light).
Roadmap to STO documentation and contracts.

From €5,900

Indicative. Depends on materials set.

If you already have documents, we can do a gap analysis first and adjust the memo to reflect your current structure and materials.

FAQ

Common questions

Short answers. Token treatment varies by jurisdiction and offering format.

Can a “utility token” still be treated as a security?

Yes. If the token has investment-like signals (profit expectations, buybacks, revenue share, reliance on issuer’s efforts), many jurisdictions may treat it as a security/financial instrument regardless of “utility” marketing.

Do you cover multiple jurisdictions?

We can map the perimeter for key markets based on your target investors/users and distribution plan. The memo focuses on triggers and practical guardrails to reduce cross-border risk.

Will the memo be acceptable for banks, custodians and platforms?

Our memo is written in a partner-friendly format: classification rationale, risk rating, restrictions, AML/KYC approach and documentation roadmap. Final acceptance always depends on the counterparty’s internal risk policy.

Can you help with STO documentation after classification?

Yes. Many teams use classification as a starting point, then move into token terms, offering docs, subscription agreements, governance pack and compliance policies.

Need a defensible token classification before launch?

Share token rights/economics, target markets and distribution plan. We’ll deliver a classification memo with risk rating and practical structuring options to reduce regulatory triggers.

Focus: reduce “accidental security” triggers, align disclosures, and make your model partner-ready.

Good fit for:

Projects preparing fundraising, listing or token sales.
Teams expanding to new markets and audiences.
Founders preparing investor/partner due diligence.
Marketing teams needing safe claims and guardrails.

We can also prepare whitepaper edits, token terms and STO documentation after classification.