Equity or debt for your startup, with tokenized securities.
Equity for a round or debt to scale. Your company issues and the ERIR registers the securities in a digital register. You prepare the issuance with your law firm and see all your investors in one dashboard.
What you can issue depending on your company.
What you can issue depends on whether your startup is a public limited company or a private limited company.
- With an S.A., you can issue shares for a round, and bonds or promissory notes with no cap. The law also allows it to issue convertibles and warrants, but today the platform does not issue them.
- With an S.L., its equity interests cannot be securities, so they cannot be tokenized. It also cannot issue bonds convertible into equity interests. It can issue bonds and promissory notes up to twice its equity, unless the issuance is secured by a mortgage, a pledge of securities, a public guarantee or a joint and several guarantee from a credit institution or an SGR.
If your S.L. wants to issue shares, it must be converted into an S.A., with a general meeting resolution, deed, registration and 60,000 € in capital. If you do not want to convert it, there is the participatory loan. Part of the interest depends on how your company performs and, if you agree, it can be capitalized at maturity.
When it fits and when it doesn't.
It fits if
- You have your own investors to invite.
- Your company is an S.A., or you are willing to transform it.
- You want to keep your investor register up to date in a single dashboard.
It does not fit if
- You want a platform to introduce you to investors. HokenFi does not look for them.
- You need the money in days. Preparing an issuance takes weeks.
- You want to issue debt and cannot commit to periodic payments. Shares do not require them.
Which instrument to choose
| If you want… | What suits you | What company you need |
|---|---|---|
| Close a round with new shareholders | Shares | S.A. |
| Term debt without giving up equity | Bonds and debentures | S.A., or S.L. with a cap |
| Finance yourself with investors you already know, with interest tied to your performance | Participating loan | S.L. o S.A. |
How it's done with HokenFi.
You tell us what you want to issue and the platform prepares the milestones for you.
- 01
Step 1
If needed, a corporate law firm converts your S.L. into an S.A. You choose it from offers without leaving your account.
- 02
Your issuance document
A law firm specialized in securities or an investment services firm (ESI) drafts the issuance document. You also choose it from offers.
- 03
Your issuance
You create the tokens for your issuance. You start paying for the plan when you launch it.
- 04
Go to market
The ESI validates the offer when the law requires it and the ERIR registers the securities. You open the issuance collection account, with its own IBAN. It is the automated IBAN plugin, at 150 € per month, included in Scale and Institutional.
- 05
You open to your investors
Your investors are verified, subscribe and pay by transfer to that account. The ERIR records them as holders and you see the list on your dashboard.
The milestones for each step are in shares and in bonds and debentures.
What beginners usually ask.
Can my S.L. issue tokenized shares?
No. The ownership interests of an S.L. cannot be securities. To issue shares, you have to transform it into an S.A., with a general meeting resolution, deed, registration and 60,000 € of capital. You can request quotes from law firms to do so from the platform.
Can I issue convertible notes with my S.L.?
No. The law prohibits an S.L. from issuing bonds convertible into equity interests. With a participatory loan, you can agree that it is capitalized at maturity, with a capital increase approved by your general meeting. Those equity interests are not tokenized.
What happens to my current shareholders?
They have a preemptive right to subscribe new shares in proportion to those they already hold. Your law firm sets out in the agreement how it is exercised.
Do I need a prospectus?
In general no, if you are below 8 million in twelve months. From June 2026 the European regulation sets that figure at 12, unless a country opts for 5, but Spanish law still says 8, so your law firm confirms the one in force. Yes, you need the issuance document.
How much does it cost?
You pay a one-time access fee of 249 €. The plan, from 249 € per month, is not paid until you launch the issuance. The automated IBAN costs 150 € per month and is included in Scale and Institutional. Law firm fees, the ERIR and the ESI are separate and you see them in each offer before signing. Add notary and Commercial Registry fees. Prices exclude VAT.
Preparing a round? Tell us about your issuance.
Create your account, activate access and you will receive offers from law firms.
