Hello folks. I'v been doing a lot of reading on the forum, and I need your help determining the appropriate setup for a tokenized holding company.
I'm a US citizen & resident.
I want to conduct a security token offering (STO) for an investment holding company. See pershingsquareholdings.com but on a blockchain. I am not going to accept US customers.
Originally I was going to form a Nevis IBC. Mutual fund laws in Nevis (and other jurisdictions) provide an exemption from registration for close-ended funds. Meaning if you do not redeem shares at NAV at the investor's option, and solely require your investors to rely on trading their shares in a secondary market, then you can claim an exemption from mutual fund registration. Then I saw a post that mentioned a future 30% corporate tax rate on worldwide income (Nevis becomes useless).
Cayman is a bit expensive IMO, and they just eliminated private fund exemptions, which now requires an additional fee and the registration of private funds. Some token offerings have been conducted from Cayman.
St. Vincent & Grenadines is quite interesting because their mutual fund law provides an exemption where the minimum subscription exceeds $50,000. This is reasonable, but who will bank a SVG entity?
I almost pulled the trigger on a foundation + IBC in Seychelles. Not sure why. A lot of swiss foundations have been used to conduct token offering, as ICO proceeds are intended to be used for protocol development. The separation of legal ownership seems like an attractive proposition, but is a foundation a poor structure for an investment where shareholders are expecting to participate in the profit/loss of a company? But, I suppose a foundation can issue debt that looks like preferred stock...
Then there is the question of banking & brokerage. US citizenship + offshore structure seems like a non-starter for most banks. I suppose I need to find some independent, non-US, directors, and appoint another company as the investment manager.
What bank and brokerage firm would you recommend? Saxo seems interesting, but it looks like they don't accept any of the aforementioned jurisdictions. Swissquote as well, but I applied for an account some years ago and was turned down after waiting weeks. Any suggestions?
What type of entity should I form for an STO?
Which bank?
Which broker?
I'm a US citizen & resident.
I want to conduct a security token offering (STO) for an investment holding company. See pershingsquareholdings.com but on a blockchain. I am not going to accept US customers.
Originally I was going to form a Nevis IBC. Mutual fund laws in Nevis (and other jurisdictions) provide an exemption from registration for close-ended funds. Meaning if you do not redeem shares at NAV at the investor's option, and solely require your investors to rely on trading their shares in a secondary market, then you can claim an exemption from mutual fund registration. Then I saw a post that mentioned a future 30% corporate tax rate on worldwide income (Nevis becomes useless).
Cayman is a bit expensive IMO, and they just eliminated private fund exemptions, which now requires an additional fee and the registration of private funds. Some token offerings have been conducted from Cayman.
St. Vincent & Grenadines is quite interesting because their mutual fund law provides an exemption where the minimum subscription exceeds $50,000. This is reasonable, but who will bank a SVG entity?
I almost pulled the trigger on a foundation + IBC in Seychelles. Not sure why. A lot of swiss foundations have been used to conduct token offering, as ICO proceeds are intended to be used for protocol development. The separation of legal ownership seems like an attractive proposition, but is a foundation a poor structure for an investment where shareholders are expecting to participate in the profit/loss of a company? But, I suppose a foundation can issue debt that looks like preferred stock...
Then there is the question of banking & brokerage. US citizenship + offshore structure seems like a non-starter for most banks. I suppose I need to find some independent, non-US, directors, and appoint another company as the investment manager.
What bank and brokerage firm would you recommend? Saxo seems interesting, but it looks like they don't accept any of the aforementioned jurisdictions. Swissquote as well, but I applied for an account some years ago and was turned down after waiting weeks. Any suggestions?
What type of entity should I form for an STO?
Which bank?
Which broker?
