SPV Structure
How BlockBank tokenizes assets through Special Purpose Vehicles
SPV Creation Process
1
Asset Batch Identification
Group assets (mining equipment, real estate) into batches for tokenization
- •Mining: ASICs, containers, electricity contracts, BTC wallets
- •Real Estate: Villa, apartment, warehouse, commercial property
2
SPV Incorporation
Incorporate SPV in RAK ICC (Ras Al Khaimah, UAE)
- •RAK ICC free zone company registration
- •Minimal capital requirements
- •Fast incorporation (1-2 weeks)
- •100% foreign ownership allowed
3
Asset Transfer to SPV
Transfer ownership of physical assets to the SPV
- •Legal title transfer documents
- •Registration with relevant authorities
- •Update of ownership records
- •Asset valuation and documentation
4
Operating Agreement Modification
Update Operating Agreement to include digital representation clause
- •Clause: '100% of company shares are represented by a unique NFT'
- •NFT ownership = economic ownership of SPV
- •Transfer of NFT = transfer of 100% company ownership
- •Legal recognition of digital certificate
SPV Role & Responsibilities
🏗️
Asset Holder
- ✓Owns mining equipment (ASICs, containers)
- ✓Holds electricity contracts
- ✓Manages BTC mining wallets
- ✓Owns real estate property
- ✓Maintains physical asset custody
⚖️
Legal Entity
- ✓Separate legal person
- ✓Limited liability protection
- ✓Can enter into contracts
- ✓Holds licenses and permits
- ✓Complies with local regulations
💸
Revenue Generator
- ✓Receives mining rewards (BTC)
- ✓Collects rental income (real estate)
- ✓Manages operational expenses
- ✓Distributes profits to shareholders
🎫
NFT Backing
- ✓SPV shares = 100% represented by NFT
- ✓NFT serves as ownership certificate
- ✓On-chain registry of ownership
- ✓Facilitates fractionalization
Legal Compatibility & Framework
✅ Permitted Activities
- • SPV can hold real estate in UAE (DLD registration)
- • Tokenization of company shares is permitted
- • Digital ownership representation via NFT
- • 100% foreign ownership allowed
⚠️ Limitations
- • NFT ≠ Cadastral title (property title stays with DLD registry)
- • NFT represents economic ownership of SPV, not direct property
- • KYC/AML compliance required for all investors
📋 Compliance Requirements
- • AML/KYC for all shareholders
- • Annual audit requirements
- • Tax reporting (if applicable)
- • Corporate secretary services
SPV Structure Diagram
Physical Assets
🏭 Mining🏠 Real Estate
↓
RAK ICC SPV
Legal Entity Owner
↓
NFT Master Ownership
100% of SPV Shares