Securities Questionnaire

As an entity or individual planning to offer a crypto-token or similar digital asset, please answer the following questions. Consider your understanding of the proposed transaction, its structure, and

Please answer the following questions. Remember, this is a simplified tool and cannot replace a thorough legal analysis.

Questions:

Investment of Money

1. Which statement best describes the participants' involvement in your offering?

   • They are primarily investing money or other assets (5 points)

   • They are investing time or expertise (2 points)

   • They are donating without expectation of financial return (0 points)

In a Common Enterprise

1. Is your offering associated with a broader project or enterprise?

   • Yes (5 points)

   • No (0 points)

Expectation of Profits

1. Does the success of other participants involved in the initiative affect the returns of your participants?

   • Yes, directly (5 points)

   • Yes, indirectly (3 points)

   • No (0 points)

2. Is the main objective of your initiative to achieve financial returns for participants?

   • Yes (5 points)

   • No (0 points)

3. Which best describes the primary motivation of the participants in your initiative?

   • Potential for financial gain (5 points)

   • Personal enjoyment or use (1 point)

   • Both equally (3 points)

Efforts of Others

1. On whose efforts do the financial returns of the participants largely depend?

   • Others involved in the initiative (5 points)

   • The participants themselves (1 point)

   • It's a mix of both (3 points)

2. Do the participants in your offering have significant influence over the success of the initiative?

   • Yes (0 points)

   • No (5 points)

Interpretation:

Add up your total points from all the questions (the maximum possible score is 35).

• If your total score is 28 or above, your transaction likely has significant characteristics of a security under the Howey Test, and there is a high probability of it being treated as such.

• If your total score is between 14 and 27, your transaction has some characteristics of a security, and there is a moderate probability of it being treated as such. Further legal analysis is recommended.

• If your total score is below 14, your transaction may have fewer characteristics of a security, indicating a lower probability, but this does not eliminate the risk. Always consult a legal professional to fully understand the implications.

Please remember this questionnaire is only a guide and does not represent a definitive legal determination. Consult with a legal professional to understand the full implications of your situation.