Real Estate Tokenization Services

Gofaizen & Sherle supports property owners and real estate developers with real estate tokenization: assessing the project, structuring property-related rights and preparing for launch. The assessment identifies feasible structures, missing documents and required providers. Issuing a digital record alone does not establish enforceable investor rights.

Service Snapshot

Parameter	Details
Deliverables	Property tokenization services covering project assessment, structuring, documentation and provider coordination.
Scope of assessment	The property’s location, the issuer’s structure and investor eligibility requirements are assessed together.
Budget and timing	Defined after reviewing the scope of work. Third-party fees and stages dependent on external providers are identified separately.

Is This Right for Your Investment Project?

Suitable for assessment: owners, developers, asset managers and project sponsors with an identifiable asset, financing objective and target investors.

Further preparation needed: unclear title, lender restrictions or an incomplete property file.

Unsuitable expectations: treating issuance as a substitute for creating investor demand or resolving ownership disputes.

Which Ownership or Income Model Fits?

For tokenized property, choose the model according to what investors should receive. A special-purpose vehicle (SPV) is a company established for a specific project.

Model	Who Issues the Investment?	What Does the Investor Receive?	What Must Be Checked?
Shares in a property-owning company (SPV equity)	The company that owns the property	Company shares, with rights to profit distributions and voting as specified in the documents	Whether the shares are validly issued, who makes decisions and what restrictions apply to selling them
Property-backed debt	The company borrowing the money	A right to repayment and agreed interest under the debt terms	How the property secures repayment, whether existing lenders have priority and how investors can enforce their claims
Fund interests	The fund or its issuing entity, depending on the structure	Participation in the fund, with distribution and exit rights defined in its documents	Which fund rules apply, who may invest and what restrictions apply to withdrawals or transfers
A share of specified income (revenue participation)	The company undertaking to make the payments	A contractual right to an agreed share of specified property income	How payments are calculated, what transfer restrictions apply and whether the arrangement falls under securities rules

Company shares, fund interests and payment claims are different from direct property ownership. Each model requires a separate assessment of the rules governing its issuance and sale.

Which Capital Raising Plans Can Gofaizen & Sherle Assess?

• Income-producing commercial property: define how rent, operating expenses and financing affect distributable cash.
• Residential property: structure fractional ownership through documented interests and assess local ownership and tenancy restrictions.
• Development projects: align equity participation or debt financing with construction funding, repayment and completion risks.

What Determines Project Cost?

The proposal separates professional fees, external setup fees and ongoing costs. Main drivers include the number of jurisdictions, title complexity, instrument, offering route and integrations. The proposal should identify valuations, local opinions, government fees and platform charges separately.

What Are the Initial Requirements?

Prepare:

• Title documents, encumbrances, existing financing and relevant lender consents.
• Valuation report, leases and available property cash-flow information.
• Company ownership chart and ultimate beneficial owner details.
• Proposed investor rights, investor categories and target countries.

What Determines the Timeline?

Preparation depends on document readiness and decisions on structure. Provider onboarding and any authority review follow their own schedules. Some work can run in parallel once the model is settled. Launch depends on resolving the identified conditions, rather than reaching an assumed date.

Which Legal Rules Apply?

The applicable rules depend on the property’s location, the issuer’s jurisdiction, target investors and the rights attached to the token.

In each jurisdiction, property and corporate law determine what digital ownership represents and which register establishes those rights. The assessment also covers how transfers take effect, issuer obligations, offering restrictions and permissions required by service providers.

What Is the Current Regulatory Status?

The following examples illustrate regulatory approaches in the European Union, the United States and Dubai (UAE):

Which Local Conditions Matter?

Local rules determine how ownership is recorded and how investments can be issued or transferred. These examples show what needs checking in each location. 

Jurisdiction	What Needs Checking?	Why Does It Matter?
European Union	Property ownership and registration rules in the Member State where the property is located	A token transfer does not automatically change the registered property owner.
United States	State law and investment documents governing issuance and transfers, alongside federal requirements	These determine how investors acquire and transfer their rights.
Dubai (UAE)	DLD participation conditions when using its registration route, plus separate requirements for investment offerings and financial services	Meeting DLD conditions alone does not mean every part of the project is authorised.

What Ongoing Compliance Is Needed?

After launch, the project needs ongoing checks, record updates and reporting. Responsibilities depend on the agreed structure:

• Issuer or administrator
  Keeps investor records up to date, prepares required reports and manages investor votes and other corporate actions.
• Provider handling investor checks
  Verifies investor identities and eligibility, and performs applicable anti-money laundering checks.
• Property manager and paying agent
  Record rental income and distribute payments to investors under the investment terms.
• Project management team
  Oversees providers, checks that platform records match the investor register and arranges audits where required.

How Are Banking and Payments Arranged?

Map fiat subscriptions, rental income and investor payments before approaching providers. Select a bank account for the required cash flows and assess whether an electronic money institution (EMI) or payment service provider (PSP) is also needed. Gofaizen & Sherle banking support can include application preparation and funds-flow explanations. Each provider independently assesses the structure, source of funds and requested services.

What Tax Treatment Needs Assessment?

Check property transfer taxes on restructuring, SPV taxation, rental income, gains on disposal and withholding on distributions. The assessment must consider the asset’s location, entity residence and investors’ tax positions before comparing net returns. No single tax outcome follows from using a blockchain.

How Do Alternatives Compare on Liquidity and Administration?

Investors can own property directly or hold shares in a company that owns it. The table compares what they receive, how they can sell and what needs managing.

Investment Model	What Does the Investor Own?	How Can They Sell?	What Needs Managing?
Tokenized company shares	Shares in a property-owning company, with rights to declared distributions	Find an eligible buyer and transfer through the platform, subject to restrictions	Company reporting, investor records and platform operation
Conventional company shares	Shares in a property-owning company, with rights to declared distributions	Find a buyer and complete the required share-transfer procedures	Company reporting and shareholder records
Direct property ownership	The property itself, with rental income after expenses	Find a buyer and complete the property sale and registration procedures	Property management and ownership records

Tokenization changes how investments are recorded and transferred. It does not guarantee a buyer or a faster sale.