Tokenizing Tax Lien Certificates
Are You Running an Unregistered Investment Company? A property tax lien is a lien on real estate. The Investment Company Act excludes companies primarily…
Read moreInsights on Real Estate Capital
Legal updates on real estate syndications, fund formation, and tokenized offerings under U.S. securities law.
Tokenizing a Music Catalog
Is the Token a Note or an Equity Interest? Ask a sponsor whether a tokenized royalty offering is debt or equity and you get…
Read moreThe CLARITY Act Just Failed. If You Tokenize Real Estate, It Was Never Your Bill
Your feed is full of people telling you that US crypto regulation died on Tuesday afternoon. Bitcoin dropped. Coinbase and Circle sold off. Bernstein…
Read moreTokenizing Mineral Rights
A sponsor came to me with a mineral deal and a securities memo written for a different asset class. He had assembled royalty interests…
Read moreTokenizing Carbon Credits
On October 2, 2024, three federal agencies filed actions arising out of the same carbon credit facts. The CFTC charged fraud in connection with…
Read moreTokenizing a Gold Bullion Vault
Gold has never been a security. Nothing in the Securities Act reaches a bar of metal sitting in a vault, and no amount of…
Read moreSelling Fractional Digital Deeds on a Single-Family Home
A client called last month with twelve rental houses in one Texas submarket. He wanted to split each house into a thousand fractional interests,…
Read moreAppraisals, Fairness, and Valuation Disclosure in Digital Real Estate Securities
A property appraisal and the fair value of the security an investor holds are related but not equivalent. The appraisal estimates what the building…
Read morePitch Deck Risk for Real Estate Sponsors: When Design and Messaging Create Exposure
Sponsors often spend more time designing the pitch deck than drafting the PPM. That allocation reflects the commercial reality that the pitch deck is…
Read moreEmail Campaigns for Private Offerings: Compliance Issues in Practice
A real estate sponsor builds a new offering for a value-add multifamily acquisition. The marketing director suggests sending an announcement to the email list…
Read moreMark-to-Market Problems in Tokenized Real Estate Investments
A tokenized real estate offering that publishes a live price on its investor dashboard is not necessarily offering mark-to-market pricing. It may be displaying…
Read morePodcast Appearances and Capital Raising: What Sponsors Should Watch For
What does a real estate syndicator say when a podcast host asks, mid-episode, how much they are currently raising and what return investors can…
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