> For the complete documentation index, see [llms.txt](https://dataroom.tmines.com/llms.txt). Markdown versions of documentation pages are available by appending `.md` to page URLs; this page is available as [Markdown](https://dataroom.tmines.com/regulatory-and-compliance.md).

# Regulatory & Compliance

### Classification — Wyoming Digital Assets Act

Tokens are **digital securities by operation of law** under the Wyoming Digital Assets Act, Wyo. Stat. §§ 34-29-101 et seq. (Article 1 — automatic classification). Article 2 "Digital Asset Registration" is a public title-of-record filing, **not** securities registration.

### Federal framing

SEC/CFTC Release Nos. 33-11412 / 34-105020 (91 FR 13714) define five crypto-asset categories and split tokenized securities into issuer-tokenized and third-party-tokenized. The company's instruments are **issuer-tokenized**.

### Offering exemptions

* **Regulation D Rule 506(c)** — verified accredited investors (verification, not self-certification).
* **Regulation S** — non-U.S. persons.
* **Rule 144** resale after the applicable holding period.

### Venue

Accredited status cures the **offering** side; it never cures the **venue** side. Secondary trading of security tokens for U.S. persons is routed only through a registered ATS or broker-dealer — never an unregistered peer-to-peer venue. An unregistered matching engine for security tokens violates Exchange Act Section 5 regardless of investor eligibility (*In re EtherDelta*, Release No. 34-84553).

### Record-keeping

Where a registered Transfer Agent is used, it is an SEC-registered Transfer Agent under Exchange Act § 17A.

**In this section:** classification memo · exemption analysis · venue and transfer-restriction summary · AML/KYC program.


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