Resources
How a brand opens its capital to its community
Guides on what really decides a round aimed at your own customers: the corporate structure, what Spanish law requires, the financing alternatives in front of you and how it is all run once there are hundreds of investors.
Structure and regulation
8 articles-
Tokenised securities in Spain: the regulatory framework in 2026
Which rules apply, which participants are mandatory and what changes depending on the instrument and the issuer's corporate form.
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When a prospectus is required and what exemptions exist
The available exemptions, the rolling twelve-month calculation and what remains mandatory even when the offer is exempt.
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ERIR and ESI: who does what in a tokenised issuance
The two entities no platform can replace, what they are liable for and the arithmetic of the register's annual minimum.
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Crypto-asset or financial instrument: what the regime depends on
ESMA's criteria applied, the negotiability and fungibility tests, and the three grey areas that cause the most problems.
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The DLT pilot regime: what it is and why almost nobody uses it
Three authorised infrastructures across the whole European Union, ESMA's diagnosis and the reform still under negotiation.
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What an SPV is and why your next round depends on it
How a vehicle groups hundreds of investors into a single line, what the investor keeps and the three mistakes that keep repeating.
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Law 6/2023: exactly what it allows for issuing shares
The articles that really decide whether your issuance is viable: freedom of issuance, prospectus exemption, the register and certificates.
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KYC in an issuance: what Law 10/2010 requires and how it is run
What anti-money-laundering rules require, what documentation has to be kept and how to stop the process sinking your conversion.
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Rounds and financing
5 articles-
How to structure a tokenised debt issuance
The five ways to structure the transaction, when a vehicle is justified and the design mistakes that cost the most.
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What equity crowdfunding is and how far it goes
How it works, what limits the European regulation imposes and how it differs from issuing yourself under Law 6/2023.
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What a business angel is and when your community is the better option
How a business angel enters your cap table, what they ask in return and when a round with your customers solves the same problem better.
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Venture capital for consumer brands: why it almost never fits
The maths of the fund explains why it demands exponential growth, and why a profitable brand rarely fits into it.
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Convertible note, participating loan or equity: which to use
When each instrument dilutes, what happens if there is no next round and which one fits an issuance aimed at customers.
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Community and investors
2 articles-
How much capital your community can contribute, and how to estimate it
Three variables, three scenarios and a check against rounds already closed, to see what amount your customer base supports.
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Tiers and benefits for the customer who is also a shareholder
How to design the tiers and the benefits without destroying margin or crossing the line into promising a return.
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