In order to use our products, the company must set a price per virtual share based on its current valuation.
It is also part of the investment offer to calculate the number of virtual shares to be issued.
In addition to these requirements, a shareholder resolution is necessary. In this resolution, the shareholders of the company approve the issuance of virtual shares and determine the maximum number of virtual shares to be issued for the next five years.
This number may be adjusted at any time through a new shareholder resolution. The resolution also authorizes the company to grant the rights to investors described in the investment documentation of the virtual shares and to legally secure a potential conversion into GmbH shares if investors exercise the put option.
Tokenize.it provides the company with a template for the shareholder resolution directly on the platform.
Only once the shareholder resolution has been signed is the company authorized to legally issue the number of virtual shares approved in the resolution that are required for a specific transaction.
Each virtual share is newly created (minted) upon issuance and embodies a new profit participation right. A virtual share is therefore not a digital image of existing shares; the latter continue to exist unchanged as recorded in the commercial register.
From an economic perspective, the issuance of virtual shares corresponds to a capital increase with newly created shares. The difference, however, is that a profit participation right is issued instead, and there is no direct change to the share capital of the GmbH entered in the commercial register.
An increase in share capital is only considered if the put option (conversion) is exercised. This applies to all Tokenize.it products.
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