Token sale documentation

Checklist

• Classification memorandum dated before the first marketing act, with the FINMA enquiry or assessment letter and the Singapore counsel opinion attached.
• Entity documents: articles and register extract of the issuer, board resolutions approving the sale, and foundation deed and regulations if a foundation issues or receives tokens.
• Token terms (the legal terms attaching to the token): rights, lack of rights, transfer restrictions, lock-ups, governing law, dispute resolution, amendments.
• White paper or information memorandum, with a legal review record showing each statement verified and the risk factors tailored to the project.
• FinSA prospectus or exemption analysis; SFA prospectus or exemption analysis; MiCA white paper if any EU offer is made.
• SAFT or token warrant for pre-sales, with conversion mechanics, delivery conditions, lock-ups and the treatment of a failed launch.
• Token purchase agreement for the public or private sale, with purchaser representations, eligibility, AML consent, delivery, refunds and limitation of liability.
• AML onboarding flow for purchasers (or outsourced provider agreement) and the record of its approval by the SRO or compliance officer.
• Marketing guidelines for the team and any influencers, aligned with FinSA advertising rules and PS-G02 in Singapore.
• Listing agreements with exchanges and the record of what the exchange was told about the classification.
• Market-making agreement with the market-abuse analysis under Art. 142 ff. FinMIA and Part 12 of the SFA attached.
• Lock-up and vesting agreements with team, advisers and early investors, and the smart-contract vesting code review.
• Tax memorandum on the treatment of the sale proceeds for the issuer and on the founders' tokens.
• Treasury management policy for the proceeds, including custody, conversion and the foundation's investment rules.
• Post-launch governance documents: how the token terms can change, who controls upgrades, how disputes with holders are handled.
• Data room index and the record of what each purchaser could see.