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Article 26
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An issuer wishing to offer security tokens shall complete an "Application by an Issuer for a Security Token Offering" (Attachment 3) and submit the application, with all relevant documentation, including a prospectus, to the securities firm.
The information required to be published in the prospectus under the preceding paragraph will be separately prescribed by the TPEx. The prospectus furthermore shall disclose professional opinions as follows:
- Opinion issued by an information technology professional(s) with respect to matters including the security of the information technology to be used in the security token offering.
- Opinion issued by a financial professional(s) (a securities underwriter or a CPA(s) that does not provide attestation services to the issuer) on the reasonableness of the offering price.
- Opinion issued by an attorney(s) on the legality of the security token offering.
When professionals and attorneys issue opinions under the preceding paragraph, they shall do as follows:
- Before taking on the case, they shall prudently evaluate their own professional ability and practical experience, and furthermore they may not have any direct or indirect interest relationship with the issuer that could affect their independence.
- They shall properly plan and execute appropriate work procedures to form a conclusion and issue the opinion on the basis thereof. They furthermore shall fully and accurately record in the working papers for the case the procedures executed, the data collected, and the conclusions.
- They shall evaluate item-by-item the completeness, accuracy, and reasonableness of the sources of data, parameters, and information used as the basis for issuing the opinion.
- They shall state that the personnel who prepared the opinion are professionally qualified and independent, and have evaluated the information and found it to be reasonable, correct, and compliant with relevant laws and regulations.
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