Powered by Ethos — Regulatory Approach
At Powered by Ethos (Ethos) we take consumer protection very seriously. As part of our core principles, we take a consumer first approach, and ensure we are always operating with first class regulatory conduct. This enables us to instil trust, built on integrity.
To this end the Ethos Renewable Asset (the “NFT”) will be issued by a Gibraltar limited liability company (LLC). The Issuer is erring on the side of caution and considering the NFT to be a security for the purposes of the Financial Services Act 2019 of Gibraltar (the “FS Act”) and Regulation (EU) 2017/1129 (as applied in Gibraltar)(the “Prospectus Regulation”).
To begin with, the offer of the NFT will be pursuant to section 346A of the FS Act which provides that an “offer of securities to the public made in or from Gibraltar is exempt from the obligation to publish a prospectus under Article 3 of the Prospectus Regulation if the total consideration of the offer is not more than €8,000,000 calculated over a period of 12 months.” (an “Exempt Offering”).
The issuer is erring on the side of caution and considering the NFT to be a security for the purposes of the FS Act and the Prospectus Regulation
The NFT is a derivative. It’s value is dependent on an underlying asset, in this case the value of the real-world asset (solar panel)
The issuer of the NFT will be a Gibraltar LLC
Due to the initial size of the offer of the NFTs (i.e. less than €8,000.000), pursuant to section 346A of the FS Act, the issuer is exempt from the requirement to publish a prospectus under Article 3 of the Prospectus Regulation. The issuer will however issue an offer document which will include details on the issuer, the NFT, the risks associated with it, how its value is determined, etc.
The NFT will be linked to a real-world asset and as such its value will be dependent on the value of yield generated from the associated real-world asset (solar panel). There will be no pooling of assets and no joint ownership of the real-world asset (solar panels). All real-world assets will be owned by the issuer of the NFT.
The Offer Document will take about 4–6 weeks to be drafted
The issuer will need to register as a VASP with the Gibraltar Financial Services Commission (the “GFSC”) and employ an MLRO in Gibraltar as part of the VASP registration process
Once Powered by Ethos is operational, our intention is to expand the project further and as such it is likely that the offer will increase to more than €8,000,000. To that end we will begin work on the Approved Prospectus route.
This will replace the Offer Document and is needed once the total offer of all Powered by Ethos NFTs reaches €8,000,000
The Prospectus will need to be approved by the GFSC
All other requirements are the same as the Exempt Offering
As you can see, from the outset we are committed to holding our business and products to the highest standards, and conducting ourselves in a manner that promotes transparency, integrity, and resilience. We believe this is the only way a business should operate, which is why we want to start things as we mean to go on.
Fiducia Integrita — Trust built on Integrity