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③ US distribution path
Reg D + Reg S: The core legal portfolio for the private offering of RWA in the United States
GFM
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In the US market, the core path for RWA distribution is typically based on Reg D + Reg S , i.e.:
- Reg D → For US accredited investors
- Reg S → Targeting investors outside the United States
This combination forms the standard structure for cross-border private placements.
Path location <br>Applicable assets:
- Equity
- Private placement bonds
- Income rights assets
- Commodities
- Private equity funds
Applicable investors:
- US accredited investors
- overseas institutions
- Family Office
Core Structure
- Issuer
- SPV
- Token wrapper
- Investor
- Transfer restrictions
- Secondary venue (optional)
Issuance process
- Confirmation of security attributes
- Reg D Exemption Design
- Reg S structural design
- Investor KYC
- Private Placement
- Lock-up and transfer restrictions
- Secondary liquidity (compliant)
Key Compliance Points
- Investor Certification
- Information Disclosure
- Lock-up rules
- Securities Law Exemption Conditions
- Transfer restrictions
Advantages
- US Investor Access
- The legal path is mature.
- High acceptance by institutions
risk
- Strict securities regulation
- Lock-up period restrictions
- Secondary market liquidity constraints
GFM Service
- Reg D/S Structure Design
- Investor suitability system
- Token compliant issuance
- Cross-border issuance structure
Compliance Disclaimer : This article is industry research and does not constitute legal advice or securities issuance recommendations.