Requirements for the Relevant Information Document

The Relevant Information Document for the issuance must contain, where applicable according to the type of digital assets to be issued, at least the following information:

1. Summary

a. The cover page constitutes a summary of the issuance and must contain at minimum the following:

i. Name of the issuer;
ii. Address, business activity, or economic activity;
iii. A general description of the issuer, including its date of incorporation and registration with the competent authority, if it is a legal entity, and full name, Unique Identity Document number or passport, if it is a natural person;
iv. The providers of digital services and platforms of a distributed ledger technology system where the issuance will be listed;
v. Amount of the issuance.
vi. Trading currency or digital asset;
vii. The ticker symbol or trading code that will be used to briefly identify the issuance, if applicable;

b. A clear and jargon-free summary that provides key information about the main characteristics of the issuance in particular, regarding the essential elements related to returns, projections, or offered income;

c. It must contain the following statements and indications:

i. "The issuer of the digital assets is solely responsible for the content of this Relevant Information Document";
ii. "The digital assets subject to this offer are recorded in the Public Registry of the CNAD. Its registration does not imply certification regarding the quality of the value or the solvency of the issuer";
iii. "It is the investor's responsibility to read all the information contained in this Relevant Information Document";
iv. If the issuance is backed by other companies, the following must be indicated: "The guarantor of this issuance is jointly and severally liable for the payment of this issuance";

d. Clearly and unequivocally indicate the following points:

i. Digital assets may lose their total or partial value;
ii. Digital assets may not always be negotiable;
iii. Digital assets may not be liquid; and
iv. The issuance focuses solely on certain specific digital assets and does not constitute an invitation to sell financial instruments;

e. Any statements or indications related to articles seven and eight of this regulation.

i. References to registration authorizations with the CNAD of the issuer and of the issuance; k. Indicate the month and year of preparation of the document; and
ii. Indicate the URL of the website where the Relevant Information Document will be available, if enabled.

2. Participants

It must contain the following information of the issuer, intermediaries, certifiers, structurers, exchanges, blockchains, external auditors, legal advisors, and any other natural or legal persons key to the structuring and sale of the issuance: Name, address, website, telephone, fax, email of the person designated as contact.

3. Body of the Document

The body of the Relevant Information Document must contain, where applicable according to the type of issuance, at minimum the following:

a. Table of Contents; b. Letter of presentation from the issuer, if it is a natural person, or by its legal representative or attorney-in-fact, if it is a legal entity, which must be signed by the legal representative of the issuer;
c. A sworn statement from the issuer, if it is a natural person, or by its legal representative or attorney-in-fact, if it is a legal entity, expressing that, to the best of its knowledge, the information presented is correct and that it does not lack any substantial omission;
d. Certifier's report; e. Description of the issuer:

i. Corporate name;
ii. Registered address;
iii. Name and URL of the issuer.
iv. Full name, if it is a natural person, or full name of the legal representative or attorneys in El Salvador, if it is a legal entity, and accreditation of their capacity to act with the corresponding legal document;
v. In its case, the group of companies to which the issuer belongs;
vi. Organizational chart of the issuer showing its management bodies, internal and external control bodies. Additionally, the main executives and persons responsible for its administration and control must be mentioned, as well as a description of their work experience;
vii. Financial statements of the issuer, its parent company for the last three years, or, when the issuer has not been established for the last three years, its financial history from the date of its creation or registration in the Commerce Registry, as applicable. The information must follow the International Financial Reporting Standards in its full version (IFRS) issued by the International Accounting Standards Board (or IASC in English) in accordance with what is established by the Council for the Supervision of the Public Accounting and Auditing Profession;
viii. Explanation of the reasons why a public offering using digital assets is being carried out;
ix. Description of the objectives of the issuance and how it is linked to the business and economic activity of the issuer, including any material changes, such as: recent changes in its business or income model, status of permits or regulatory authorizations, and modifications in its financial viability, as well as any foreseeable risk of possible illiquidity or insolvency. A material change will also be understood as any modification, positive or negative, that significantly affects the cash flow and net value of the issuer, such as sustained decrease in income, absence or revocation of permits or regulatory authorizations, start and result of investigations by government entities, lawsuits brought against it, results of a financial, technological, or commercial audit, and sustained increase in operating, capital, or asset acquisition costs;
x. Disclose situations of conflict of interest between the members of its management body, partners, or employees and the members of the National Commission of Digital Assets, as well as transactions carried out between related parties, if they exist; and declare that none exist if none have been noticed.

f. Description of the characteristics of the public offering:

i. Indication of the type of public offering: Public Debt Offering, Public Property Offering, or Public Income Offering;
ii. Type of digital asset that will be offered to the public or whose admission to trading is requested, and in case different digital assets are issued, identifying the relevant differences between them, if any;
iii. Terms and conditions of the offer;
iv. Description of its technical and commercial functionality of the digital asset, benefits, restrictions, and limits, including maximum or minimum amounts, of purchase, as well as any type of financial and commercial restrictions;
v. Description and detail of the underlying digital assets or any other type of asset related to the offering, if any;
vi. When applicable, the amount or quantity intended to be obtained through the offering in any type of fiat money or in any other digital asset. In its case, any minimum amount (minimum amount necessary to carry out the project) or maximum amount (maximum amount of the public offering) set for the public offering of digital assets;
vii. A specific clarification that buyers who participate in the public offering of digital assets will be able to recover their contribution, if the minimum amount (minimum amount necessary to carry out the project) is not reached by the end of the public offering or if it is cancelled, along with the detailed description of the refund mechanism, including the foreseeable timeframe in which such refunds will be carried out;
viii. Issue price of the digital asset offered, whether in fiat money or in another digital asset (the price referred to is the book value of the securities and it is understood that it will vary after the issuance according to supply and demand);
ix. When applicable, total number of digital assets to be offered and/or admitted to trading on a digital asset platform;
x. Information on the different periods of the digital asset offering, including information on the discounted purchase price for the first buyers of digital assets (public presale);
xi. Description of the mechanisms to safeguard funds or other digital assets;
xii. When it concerns time-limited offerings, the subscription period during which the public offering will be open;

xiii. Name and URL of the digital platform on which the public offering would be carried out;
xiv. Name of the digital asset service provider responsible for the placement of the digital assets;
xv. Payment methods to purchase the offered digital assets;
xvi. Name and URL of the digital asset trading platform on which admission to trading is requested;
xvii. Information on the modalities and schedule for the transfer of acquired digital assets to the holders;
xviii. Description of the smart contracts that will be used;
xix. Detail of the convertibility of the digital asset with other digital assets or assets;
xx. Detail of the plans to carry out future issuances of this type of digital assets, if any; and
xxi. When it is intended to maintain a stable value of the digital assets through protocols for increasing or decreasing their supply in response to changes in demand, a description of the functioning of said protocols.

g. Description of the destination of the funds:

i. Information on the organization of the project, indicating the main past and future stages of the project indicating the intended use of the resources assigned to each stage of the project;
ii. Detail of any audit or consulting, past or present, related to the determination of the use of funds;
iii. Description of the hiring policy of the natural or legal persons who participate in the execution of the project or in the management of the funds, whether as advisors, development team, including software programmers or digital asset service providers;
iv. Full name of the key natural or legal persons who participate in the execution of the project or in the management of the funds, whether as advisors, development team, or any key person involved in the issuance. It must include a resume of their work experience;
v. Policy to be applied in the supervision of projects;
vi. Description of the internal control mechanisms for the optimal administration of the funds.

h. Detailed description of the financial institutions and digital platforms used for the transfer, custody, and settlement of funds from the public offering:

i. Description of the mechanism for the transfer or transfer of the funds received in the public offering from the acquirers to the issuer, detailing the domiciled and non-domiciled financial institutions and the digital platforms that will be used;
ii. Documentation proving the ownership of the issuer or administrator of the funds of the public offering of the accounts or digital wallets in which the funds will be received;
iii. Documentation proving the capacity of the issuer or administrator to receive the funds determined in the issuance;

iv. Documentation proving that the banking entities in their entire value chain and services possess the technical and contractual capacity to receive the funds from the issuance.

i. Information on the underlying technology and standards applied by the issuer of the digital assets for the purposes of its maintenance, storage, and transfer:

i. Information on the technology used, including decentralized ledger technology, protocols, and technical standards used;
ii. Description of the interoperability of the underlying protocol with other protocols;
iii. When applicable, consensus algorithm;
iv. Incentive mechanisms to secure operations and applicable commissions, if any;
v. When digital assets are issued, transferred, and stored in a decentralized ledger managed by the issuer or by a third party acting on their behalf, detailed description of the functioning of said decentralized ledger.

j. Description of the risks associated with the issuer of the digital assets, the digital assets, the public offering of digital assets, and the execution of the project:

i. Description of the risks associated with the issuer of the digital assets;
ii. Description of the risks associated with the offering of digital assets in a digital asset trading center;
iii. Description of the risks associated with the digital assets;
iv. Description of the risks associated with the execution of the project; v. Description of the risks associated with the technology used.

k. Description of the management of risks associated with the issuer of the digital assets, the digital assets, the public offering of digital assets, and the execution of the project:

i. Description of the management of risks associated with the issuer of the digital assets;
ii. Description of the management of risks associated with the offering of digital assets in a digital asset trading center;
iii. Description of the management of risks associated with the digital assets;
iv. Description of the management of risks associated with the execution of the project; v. Description of the management of risks associated with the technology used.
In general, it refers to the control and mitigation measures of the different risks of the issuance.

l. Dispute resolution:

i. Issuers must indicate the mechanism they will use to resolve their controversies, with arbitration being one of the options.
ii. In the case of arbitration, if for any circumstance the parties do not submit to a specific jurisdiction, it will be understood that it is the Republic of El Salvador.
iii. In case the parties do not expressly submit to any type of dispute resolution mechanism, it will be understood that they submit to the jurisdiction of the courts of justice of the Republic of El Salvador.

m. Fiscal regime:

The benefits applicable to the issuance of digital assets according to article thirty-six of the Digital Asset Issuance Law must be applied.