High-value service • Funds • Tokenized units

Investment Fund Tokenization in El Salvador

High-value legal structuring for tokenized fund models — from vehicle architecture and manager governance to investor rights, disclosures, transfer restrictions, distribution perimeter and partner-ready documentation.

Fund / SPV / platform-led models

Subscription & redemption mechanics

Cross-border investor controls

We start with enforceability, governance and investor-facing discipline. No “fund-like” claims without a coherent legal stack.

What makes a tokenized fund defensible

Tokenized funds fail when units are not legally anchored, redemption is not operable, and disclosures are not evidence-based.

Unit anchor: token = enforceable participation in a defined vehicle / strategy.
Governance: manager powers, conflicts controls, approvals and records.
Liquidity logic: subscriptions/redemptions, gates, valuation method and cut-offs.
Distribution: eligibility, restricted jurisdictions and evidence trail by design.

Related: Token Legal Opinion • DASP

Fit

When a tokenized fund model is realistic

Tokenized funds are a governance + investor protection + evidence problem. The best candidates have disciplined operations and clear distribution perimeter.

Fund

Closed-end / long-hold strategies

Tokenized units with defined horizon, distribution schedule and limited liquidity promises.

Clear strategy and constraints.
Defined reporting cadence.
Coherent governance controls.

Key: fewer “liquidity expectations” risks.

Fund

Open-end with structured liquidity

Subscriptions/redemptions with valuation rules, gates, cut-offs and evidence trail.

NAV/valuation methodology.
Gates and suspension triggers.
Operational evidence and logs.

Key: redemption must be operable, not marketing.

Platform

Platform-led distribution (controlled)

Fund units distributed via partner rails with onboarding evidence and restricted-jurisdiction controls.

Eligibility and whitelisting.
Investor communications discipline.
Partner-ready documentation pack.

Key: distribution perimeter and accountability mapping.

Models

Structural models compared

The model determines how investor units are anchored, how valuation/redemption operates, and how governance and disclosures must be built.

Model A

Single fund vehicle (tokenized units)

Tokens represent units in a defined vehicle with fund-like governance and reporting discipline.

Clear unit narrative.
Strong governance expectations.
Disclosure-heavy by nature.

Best when governance is mature and stable.

Model B

Series/SPV compartments

Separate compartments for strategies/assets; tokens map to a specific series economics and rules.

Risk segregation.
Cleaner asset/strategy mapping.
Flexible liquidity design per series.

Often best for multi-strategy platforms.

Model C

Contractual strategy participation

Tokens reference enforceable claims tied to a strategy performance and payout logic (not a “fund” label first).

Can reduce label/expectation risk.
Focus on evidence of valuation and payouts.
Governance can be simplified.

Best when a fund label creates friction.

We select the model based on investor base, distribution geography, strategy type, valuation feasibility and operational evidence readiness.

Structuring

What we structure for tokenized funds

Tokenized funds require a coherent system: vehicle governance, valuation and redemption mechanics, disclosures, transfer rules and evidence trails must match.

Vehicle layer (governance & responsibilities)

Vehicle architecture: fund / HoldCo / SPV series and responsibility allocation.
Manager powers, approvals, reserved matters and record discipline.
Conflicts and related-party controls (fees, execution, affiliates).
Service providers mapping: admin, valuation inputs, custody/rails partners.

Goal: governance that survives scrutiny and is operable day-to-day.

Unit/token layer (subscriptions, redemptions, transfers)

Subscriptions/redemptions: cut-offs, gates, suspension triggers and settlement logic.
Valuation methodology: inputs, frequency, exceptions and change control.
Transfer constraints: eligibility, whitelisting, lock-ups and secondary logic.
Disclosure pack: risks, fees, conflicts, limitations and update discipline.

If custody/exchange/brokerage functions are involved, we align with DASP perimeter and partner DD.

Readiness

Readiness checklist (what must be defensible)

Before drafting, we confirm that valuation/redemption is operable, conflicts are controlled and investor communications are evidence-based.

Governance

Manager accountability

Who decides what, under which approvals, and how decisions are recorded.

Reserved matters and approvals.
Conflicts controls and disclosures.
Document versioning and notices.

Key: governance must be operable.

Valuation

NAV methodology

Valuation inputs must be defined, reproducible and explainable to investors.

Frequency and cut-offs.
Hard-to-value rules.
Exception and override logic.

Key: avoid “NAV disputes”.

Liquidity

Subscriptions & redemptions

Liquidity is a legal mechanism, not a promise. Gates/suspensions must be clear.

Gates and settlement timing.
Suspension triggers and notices.
Evidence and audit trail.

Key: operability under stress.

If you need a reliance-ready foundation, we usually start with a Token Legal Opinion and a gap review of existing docs.

Documentation

Documentation pack (fund-grade coherence)

We build documents as one system: fund terms, disclosures, governance controls, valuation policy and distribution evidence must match.

Investor-facing

Offering / disclosure pack

Risks, fees, conflicts, strategy limits, valuation and liquidity mechanics.

Risk factors and assumptions.
Fees and conflicts disclosures.
Update discipline and notices.

Designed for partner and investor DD.

Operations

Valuation & liquidity policies

NAV method, subscriptions/redemptions, gates, suspensions and evidence trail.

NAV inputs and exceptions.
Cut-offs and settlement logic.
Stress scenario handling.

Operability beats “nice terms”.

Controls

Distribution & records

Eligibility, restricted jurisdictions, onboarding evidence and archives.

Whitelisting / eligibility checks.
Consents and disclosures archive.
Decision logs and recordkeeping.

Evidence-first prevents rework.

Where custody/exchange features are involved, we align the perimeter with DASP and partner requirements.

FAQ

Frequently asked questions

Is “fund tokenization” mainly a tech task?

No. The core work is legal/operational: governance, valuation, redemption mechanics, disclosures and evidence trail. Tech implements the rules — it does not replace them.

Can investors redeem on demand?

Only if the fund’s liquidity design is realistic and documented (cut-offs, gates, suspensions and settlement). Many high-value structures use scheduled liquidity windows.

Can we distribute tokenized units internationally?

Possibly — but distribution must be mapped market-by-market. Restricted jurisdictions rules, eligibility controls and marketing perimeter are critical.

Do we need DASP?

If you operate custody, exchange, brokerage or intermediation features, DASP positioning may be needed. We define the perimeter based on actual functions and partners.

Timeline

Indicative timeline (high-value, structure-first)

Timeframes depend on strategy complexity, valuation inputs, investor base and distribution footprint.

Principle: define what must be operable and provable (NAV, redemptions, governance, disclosures, consents).

Timeframes are indicative and case-dependent.

Strategy & vehicle mapping

Vehicle architecture, manager responsibilities, service providers and operational reality.

Valuation & liquidity design

NAV inputs, frequency, exceptions; subscriptions/redemptions, gates and settlement logic.

Disclosure & investor terms

Risks, conflicts, fees, limitations, update discipline and communications rules.

Distribution controls & evidence

Eligibility, restricted jurisdictions, onboarding evidence, records baseline and archives.

Partner perimeter alignment

DASP alignment (if needed), partner DD support and reliance-ready memo framing.

We do not promise approvals. We build defensible structuring and partner-ready documentation aligned to real flows.

Start with a tokenized fund structure memo

Send a short description of the strategy, target investors/markets, liquidity expectations (if any), valuation inputs and intended distribution channels. We propose a defensible model and a document scope aligned to enforceable, operable mechanics.

If you already have a fund term sheet or token docs, we can start with a gap review and rebuild only what is missing or inconsistent.

Good fit for this service:

High-value investment strategies needing defensible unit design.
Open/closed-end models with structured liquidity rules.
Cross-border distribution with restricted jurisdictions controls.
Partner-led custody/exchange rails needing perimeter clarity.

Focus: fund-grade governance + operable NAV/liquidity + disclosure discipline + evidence trails that survive due diligence.