We’ve compiled a list of frequently asked questions and answers.

Feel free to 👋 **Contact us**  in case of specific questions that are not covered yet.

What is Tokenize.it?

Tokenize.it is a platform that supports company investments by everyone, including founders, investors, employees, users and other company stakeholders. We are building non-custodial solutions for token-based fundraising, investments and employee participation. Our platform has been specifically designed by industry experts and focuses on the German market.

What services does Tokenize.it provide?

Our mission is to enable everyone to become a co-investor in a company. We do this by providing a state-of-the art, streamlined and cost-effective process for companies to raise funds and align incentives with employees and stakeholders by setting up their own ERC20 token, which carry pro rata rights to participate in any company profit distributions and exit events.  

What types of companies can invest on the platform?

In addition to accredited investors, we currently allow German companies such as GbRs, GmbHs and GmbH & Co. KGs ("Kommanditgesellschaften") as investors on our platform. To do this, register as your company during the onboarding.

However, regarding issuing tokens, we only accept German GmbHs and UGs.

What services does Tokenize.it not provide?

We do not provide legal advice, tax advisory services or investment advice. You need your own legal, tax and investment advisor.

What types of investors may participate in companies? private offers?

Any company that uses Tokenize.it technology to offer tokens to investors identifies the individual investors it wants to extend a private offer to. Minimum investment amounts, the number of investors, their experience and other qualifying factors are determined by applicable law and the company itself, as the case may be.
Companies may use Tokenize.it to assist with their KYC obligations as part of the investment process.
Investors should be aware that any private investment is highly risky, potentially illiquid and must be able to bear the total loss of the invested capital.

What are the technical requirements to use Tokenize.it?

Companies, investors and employees require a blockchain wallet in order to issue, purchase or receive and hold tokens. Tokenize.it currently supports all wallets supported by RainbowKit. In order to invest, investors need to be able to fund their wallet with the cryptocurrency chosen by the respective fundraising company. Some companies may offer payment for tokens via SEPA transactions, which requires access to a traditional bank account.

What happens to issued tokens if Tokenize.it stops doing business?

Issued tokens and the associated smart contracts continue to exist on the public Ethereum chain irrespective of whether or not Tokenize.it is still in business. The ERC20 standard used by the tokens ensures ongoing compatibility with many common blockchain wallets and exchanges.

Do token purchase agreements and token rights remain valid if Tokenize.it stops doing business?

Yes, any purchase agreements (and other investment agreements) are executed between the respective fundraising company and its investors. Tokenize.it is not a party to those agreements. Similarly, any public reward ("Auslobung") granting certain rights to investors holding tokens is made by the respective fundraising company itself, not by Tokenize.it.

What would happen to the tokens if the Ethereum blockchain ceased to exist?

In this unlikely event, a company can take a so-called "snapshot" of the smart contracts and tokens and then restore it to another chain. This is a manual process that may include freezing the smart contract so that no transactions are performed outside the chain during the recovery.

How does a fundraising company treat the investment amounts from an accounting perspective?

Tokenize.it does not provide tax advice. We strongly recommend that each fundraising company verify the tax treatment of the tokens with its own tax advisors.

Who is managing the wallet keys?

The Tokenize.it platform currently requires you to self-custody your wallet, which means you manage your keys yourself. We will never manage your keys or ask for them. At a later point in time, support for custodial services or custodial wallets may be added.

Which wallets are supported?

Tokenize.it currently supports all wallets supported by RainbowKit for login and investment purposes. For storing tokens, we recommend hardware wallets or multi-signature-wallets. A third-party custodial address may also be used, as long as the custodian can manage ERC20 tokens on Ethereum.

Which cryptocurrencies may be used for investments?

Investment payment: Investors can pay by using bank transfer (SEPA) or cryptocurrency (EUROC, USDC).

Is there a minimum or maximum investment amount to invest?

Every company raising capital can decide that for itself after having assessed applicable laws thoroughly. The minimum and maximum investment amount depends on applicable regulations, each investor's financial situation and experience as well as a company's preferences. Every company raising capital must decide that for itself.

Can the token be sold to any third party by an investor?

That decision is made by each company. Technically, it is possible to add an "AllowList" to the token. If the company activates such an "AllowList", only investors who have been placed on the list by the company based on certain requirements are allowed to send and receive the token. This means that investors on the "AllowList" could trade among themselves but would not be able to sell the token to any third party. Alternatively, the company also has the option to use the token without an "AllowList." In this case, technically, any investor is free to sell tokens to third parties, and further transactions between third parties are also possible.

Irrespective of this, there may of course be legal restrictions on the basis of which a sale to a specific third party is not permitted.

Can the token be sold by the investor at any time?

Yes, the token is generally tradable at any time (provided there is no "AllowList" or the buyer is on the "AllowList"). An individual agreement regarding a minimum holding period can also be contractually agreed upon between the company and an investor.

Is the process of issuing tokens via Tokenize.it subject to notarial certification?

It is our understanding that the issuance of tokens is not subject to notarization.

When the tokens are transferred back, the token holder is granted a conditional right to a share in the company. The condition is that the company has already converted to a public limited company (AG) at that time.

If that is not the case, the investor instead has a claim for payment of the tokens at their current fair market value. The company can fulfill this payment claim by offering the investor shares in a GmbH (limited liability company). Since most companies do not have the funds for a cash payment or find a cash payment suboptimal for various reasons, the investor will most likely be offered GmbH shares or shares (if the GmbH decides to convert to an AG) by the company.

However, since there is neither an obligation on the part of the investor to accept the offer of GmbH shares, nor an obligation on the part of the company to offer GmbH shares as an alternative (a company can always pay out an investor or change its name to an AG), in our view there is generally no notarization obligation, and in our view it is not necessary to create authorized capital for this transaction. Instead, in our view, it is sufficient for a company to adopt a shareholder resolution, which does not require notarization, prior to the sale of the tokens, authorizing the establishment and issuance or sale of tokens.