Why Do I Need A Lawyer for My ICO/STO?

At IBC, our team is committed to helping our clients navigate the complex world of cryptocurrency markets by connecting them with blockchain & ICO lawyer capable of providing sound ICO/STO legal advice and services. Structuring a blockchain-backed company requires specialized expertise that only experienced ICO/STO attorneys can provide. We will help you design and implement a business model that is fully compliant with all applicable regulations while mitigating risks to protect you, your company, and your investors.

If you are considering an ICO or STO, you need an experienced ICO lawyer on your team as soon as possible. IBC is committed to staying on the leading edge of the blockchain and crypto exchange communities to provide our clients with the highest quality support for their ICO/STO.

Our network includes knowledgeable and experienced ICO lawyer who will provide essential services to companies that are already engaged in or contemplating entry into the growing cryptocurrency space. IBC offers a variety of services to guide you every step of the way while providing invaluable insight into the ICO/STO process. We understand the numerous hurdles and common pitfalls ICOs and STOs face, and we’re here to help. Due to the risks associated with doing business in this uncertain regulatory landscape, it is critical to have proven leaders with the know-how to structure customized transactions on your side.

Our partners’ ICO lawyers regularly help our clients explore complicated business and legal questions about implementing blockchain technology, issuing tokens to raise capital in an ICO/STO, accepting cryptocurrency as payment, or investing in an ICO or STO. Our insight into JOBS Act financing options with ICOs in a securities token will allow you to explore all options to maximize the impact of your offering while remaining within an SEC compliant framework.

Our all-encompassing approach covers nearly every aspect of the ICO/STO process from the initial idea all the way through to post-offering services. Here are just some of the comprehensive services IBC provides to our clients around the world:

Access to Legal Services

Providing our clients access to first-rate legal services are among the premiere benefits that form the bedrock of our philosophy at IBC. Our goal is to be by your side every step of your ICO or STO, building a long-term, mutually-beneficial partnership. Here are just some of the legal services that our ICO lawyers provide for our clients:

Comprehensive token analysis under U.S. securities laws
Full business review of your business plan, white paper, website, press releases, marketing, and advertising materials to identify legal and business-focused risks and opportunities
ICO/IEO/STO structuring advice depending on nature of project (whether there is a securities element versus a more straightforward utility token)
Legal Opinions to provide your company, board of directors, and external parties (including banks and token exchanges) assurances relating to the legal nature and regulatory status of your ICO/STO
Intellectual Property registration and protection
Tokenized Asset Offerings
Security Token Offerings (STOs)
STO offering analysis and risk assessment
Determination and analysis of the characterization of your token as either a utility token or a security token (using industry standards including the Howey Test, Family Resemblance Test, Risk Capital Test, and relevant case law)
Analysis of impacts relating to other current legislation applicable to the token and/or products (including data protection, GDPR, consumer protection, FIA, e-money license)
Legal opinion considerations and custom analysis
Know Your Customer (KYC) and Anti-Money Laundering (AML) legal advice and solutions
Market and jurisdiction considerations

Corporate Structure and Governance

The professionals at IBC have an unparalleled understanding of not only blockchain technology, but the unique corporate governance issues associated with an ICO/STO. Our partner ICO lawyers bring a set of skills designed to complement your existing team. Our extensive experience in the provision of corporate services for Initial Coin Offerings (ICO), Initial Exchange Offerings (IEO) and Security Token Offerings (STO) will provide you with valuable peace of mind during a stressful time. Here are just a few of the corporate services that the law firms in IBC’s network provides:

Top to bottom review of your corporate structure
Foreign company incorporation and ongoing support
Companies limited by guarantee (“ICO foundations”)
Private limited companies (token issuers or operating companies)
Local directorships
Inward domiciliation of foreign companies
Registered office and correspondence address
Establishment of investment funds and collective investment structures, including hybrid structures combining a token issuer with offshore limited partnership (LP) or limited liability company (LLC) fund vehicles;
Multi-jurisdictional group resources in terms of board level support and wider expertise when required
Knowledge of industry best practices at the board level in blockchain projects
Independent and informed oversight of service provider relationships
Professional Director Services for entities incorporated in outside the United States or offshore
Access to co-invested professionals with deep industry knowledge
Experience working within the tokenization and venture capital industry
A team of corporate professionals who know how to work with institutional investors and operational due diligence teams

Document Drafting Services

Drafting and review of Exchange Applications
Drafting and review of Purchase Agreements
Drafting and review of ICO Terms and Conditions for utility tokens
Drafting and review of an Information Memorandum or full Prospectus for security tokens
Drafting and review of Data Privacy Policy
Drafting and review of Pre-Sale Agreement for Token Generation Event (TGE)
Drafting and review of SAFT agreements
Drafting and review of a comprehensive AML Manual for the Issuer
Drafting and review of copy for websites and marketing materials, including social media campaigns
Drafting and review of legal offering documents
Drafting and review of securities token purchase or subscription agreements
Drafting and review of limited liability company operating agreements
Drafting and review of accredited investor questionnaires
Drafting and review of bad actor questionnaires
Drafting and review of your token Offering Memorandum (Regulation D), Form C (Regulation CF), or Form 1-A (Regulation A)
Drafting and review of ICO/STO white papers
Drafting and review of ICO/STO press release development

Compliance

Know Your Customer (KYC) and Anti-Money Laundering (AML) compliance
SEC compliance for securities token offerings (STOs) under optimal offering structures and registration exemptions including Regulation CF; Regulation D, Rule 506(c); Regulation S; and Regulation A
Token creation and distribution compliance support
Analysis for potential federal and state law regulatory compliance for your token offering
Updates regarding the latest regulatory developments, including relevant releases by the Securities and Exchange Commission (SEC) and the Commodity Futures and Trading Commission (CFTC) regarding their respective authority to regulate existing cryptocurrencies, ICOs and securities token offerings (STOs), and/or cryptocurrency derivatives
Post-token offering regulatory compliance
Token offering broker-dealer and sales agent regulations
Token resale and secondary market (exchange) trading considerations
Legal compliance with Bounty Programs and Air Drop campaigns
Compliance support for seed capital arrangements, third-party fundraising agreements, crowdfunding, and other capital raise structuring
Individual and corporate tax compliance

White Paper Services

Comprehensive review of white paper with suggested edits
Review of specific information to be included in ‘forward-looking statements’ and provision of disclaimers to be included in the White Paper

Financial and Administrative Services

Third-party agent support
Tax structuring and advising on all tax aspects of an ICO/STO
Accounting and audit; financial reporting
Immigration services (employment pass/visa applications)
Facilitation of notarial services (notarial certificates and apostilles)
Business Process Outsourcing (BPO)
Corporate secretarial support for incorporated entities
Bank Accounts for token issuers and operating companies
ICO/OTC token transaction custody services
Provide token custody services in connection with legal transactions, such as the subscription of tokens during an Initial Coin Offering (ICO) or OTC cryptocurrency sale and purchase transactions
Robust law firm escrow services to secure the trust of your contributors, with funds held safely in escrow until pre-defined milestones are achieved
Introductions to complimentary service providers including token network architects, smart contract developers and ICO specialist investment bankers and crowdfunding platforms