Global Investor Outreach

When targeting investors outside major regulatory hubs like the U.S., EU, Switzerland, or the UK, issuers of Security Token Offerings (STOs) must navigate diverse and often fragmented legal landscapes. This global market can present unique opportunities for expanding your investor base but come with added responsibilities. It’s essential for issuers to fully understand the local laws of the countries where they plan to market and sell their tokenized assets.


Why Consider Global Investor Outreach for STOs?

Global investor outreach allows issuers to access a larger and more diverse pool of potential investors. By expanding beyond a single jurisdiction, you can:

  1. Increase Fundraising Potential

    1. Reaching global markets can significantly increase the size of your investor base, especially in regions with high investment demand.

    2. Emerging markets, for instance, are increasingly adopting blockchain technology and may have investors eager to participate in innovative STOs.

  2. Attract Specialized Investors

    1. Certain regions have unique investor profiles, such as crypto-friendly jurisdictions (e.g., Singapore, UAE) or high-net-worth communities (e.g., Hong Kong).

    2. These investors may already be familiar with blockchain-based financial instruments, reducing barriers to investment.

  3. Establish International Presence

    1. A globally marketed STO helps position your project or company as a global player, increasing brand recognition and credibility.

    2. International investors can also provide strategic benefits, such as partnerships or access to local markets.


Challenges of Global Investor Outreach

While the benefits are significant, expanding into multiple jurisdictions comes with complexities. Key challenges include:

  1. Fragmented Regulations

    1. Each country has its own securities laws, investor protections, and compliance requirements.

    2. Some jurisdictions, like Singapore, have crypto-friendly regulations, while others, like China, impose strict restrictions on blockchain-based assets.

  2. Issuer Responsibility

    1. As the issuer, you are fully responsible for ensuring compliance with the laws of each country where you market or sell your token.

    2. You must verify that your offering meets the legal requirements of every jurisdiction and ensure that investors are eligible to participate.

  3. Cost and Complexity

    1. Global outreach often requires translating offering materials, engaging local legal advisors, and managing compliance filings in multiple countries.

    2. This can increase the time and cost of preparing and running your STO.


How to Approach Global Investor Outreach for STOs

When planning a global STO, it’s critical to take a structured approach to ensure compliance and maximize success. Here’s a step-by-step breakdown:

Step 1: Identify Target Markets

Decide which countries or regions you want to target based on factors like:

  • Investor demand for tokenized assets.

  • Blockchain and crypto adoption in the local market.

  • Regulatory environment (crypto-friendly vs. restrictive).

For example, jurisdictions like Singapore, the UAE, and Hong Kong are known for their supportive crypto regulations and active investor communities.

Step 2: Research Local Securities Laws

Understand the rules governing security offerings in each target jurisdiction. Key questions to consider include:

  • Are tokenized assets classified as securities?

  • Is a prospectus or equivalent disclosure document required?

  • What are the restrictions on marketing and solicitation (e.g., general advertising bans)?

  • What are the reporting and filing obligations for issuers?

Step 3: Verify Investor Eligibility

In most jurisdictions, certain types of investors may be restricted from participating in STOs. Common eligibility categories include:

  • Retail Investors: Ordinary individuals may face stricter protections, such as investment caps or additional disclosures.

  • Accredited Investors: High-net-worth individuals and institutional investors may have fewer restrictions but still require verification of their status.

You, as the issuer, must conduct thorough KYC (Know Your Customer) and AML (Anti-Money Laundering) checks to ensure that investors meet local eligibility criteria.

Step 4: Prepare Localized Offering Materials

Tailor your offering materials to comply with the specific requirements of each jurisdiction. This may include:

  • Translating documents into the local language.

  • Adjusting disclosures to reflect local regulatory standards.

  • Highlighting risks relevant to the local market.

For instance, if you’re targeting investors in Japan, your materials must meet the disclosure and filing standards set by Japan’s Financial Services Agency (FSA).

Consulting legal experts in each target jurisdiction is critical for navigating complex regulations. Local advisors can help with:

  • Filing necessary documentation.

  • Understanding regional nuances in securities laws.

  • Avoiding legal pitfalls and ensuring compliance.


Key Considerations for Global Investor Outreach

  1. Jurisdiction-Specific Risks:

    1. Each jurisdiction has unique risks and challenges. For example:

      1. China has strict anti-crypto laws that create regulatory uncertainty for issuers of security tokens.

      2. In countries like Singapore or the UAE, STOs are supported but require strict compliance with licensing and disclosure requirements.

  2. Investor Protection Laws:

    1. Many countries have strict investor protection laws, particularly for retail investors. You may need to limit the amount retail investors can invest or provide enhanced disclosures about risks.


Issuer Responsibility Disclaimer

When conducting a global STO, the issuer assumes full responsibility for compliance in all jurisdictions where the offering is made. This means:

  1. You are responsible for ensuring that your offering meets the legal requirements of each country.

  2. You must verify that investors are eligible and reliable under the local laws of their jurisdiction.

  3. If your offering violates the regulations of a specific country, you could face legal consequences, including fines or bans from operating in that jurisdiction.


Why Global Investor Outreach Works for STOs

Despite the challenges, global investor outreach is highly effective for STOs because:

  • Tokenization is Global by Nature. Blockchain technology allows tokenized assets to be traded and owned across borders, making STOs inherently global.

  • Access to New Markets. Countries with growing adoption of blockchain and cryptocurrency provide untapped investor opportunities.

  • Diversification. Targeting multiple jurisdictions reduces dependence on a single market.


Global investor outreach is a powerful strategy for STOs, but it requires careful planning, local expertise, and a commitment to compliance. By targeting multiple jurisdictions, issuers can unlock significant fundraising potential, build a global investor base, and position their projects as leaders in the tokenization industry. However, issuers must be prepared to navigate the legal and operational complexities that come with global offerings.


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