SAFT for Crypto Projects

We help crypto founders structure their SAFT agreements to ensure legal clarity, protect investor relationships, and prepare for token issuance in full compliance.

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What is a SAFT and Why It Matters

SAFT, or Simple Agreement for Future Tokens, is a type of crypto investment contract that cryptocurrency developers offer to accredited investors. The main feature is that the investor does not receive the tokens instantly, as, for example, in most ICOs.

Such an agreement allows projects to raise capital upfront and deliver them later — once the product is live and has real utility.

Fundraising happens before tokens are created
Investors receive tokens only after the product is functional
Commonly used for launching utility tokens
Helps reduce legal and regulatory risks for early-stage projects

How a SAFT Token Sale Actually Works

The SAFT model unfolds in two key phases:

1. Fundraising & Development

At the early stage, the project team signs a SAFT agreement with accredited investors. Instead of issuing tokens right away, the agreement outlines that tokens will be delivered once the network is built and functional. Investors contribute capital upfront — usually at a discounted rate — in exchange for the right to receive tokens later.

2. Token Issuance & Delivery

Once the platform is developed and the token has real utility, the project mints and distributes the tokens to those early backers. This may take months — or even longer — depending on the roadmap. Only after this point do the tokens become transferable, potentially tradable, and usable within the ecosystem.

Benefits of SAFT

The Simple Agreement for Future Tokens model offers several key advantages for crypto projects and investors:

Controlled Token Distribution.

Tokens are delivered only after the network is functional, helping to stabilize value and prevent premature market speculation.
Legal Fundraising.

Allows developers to raise capital legally at the early stage of a project, before tokens are issued or traded.
Access to Accredited Investors.

Provides a compliant way to attract U.S. and global accredited investors without breaching securities regulations.
Regulatory Clarity and Security.

Since the agreement itself is treated as a security, it undergoes legal screening, which helps protect both developers and investors.

SAFT Compliance: Rules, Risks, and Restrictions

SAFTs were never meant to avoid securities regulations — quite the opposite. The concept was built to work within legal frameworks, particularly U.S. securities law. That’s why SAFTs themselves are considered securities, and must follow the same rules as other investment instruments. For developers, this means treating these agreements with the same care as venture capital deals.

While SAFTs can be a powerful tool for fundraising, they come with important legal constraints:

Restricted to Accredited Investors

Early-stage token fundraising agreements are usually restricted to accredited or institutional investors under U.S. law. As a result, retail participants are typically excluded from getting involved at the earliest stages.

Heavily based on U.S. federal law

This type of agreement was originally structured to meet the requirements of U.S. federal securities laws. As a result, its use may be limited to specific markets and could be considered unlawful or invalid in certain countries. Investors and developers should rely on both U.S. and local laws, which are often unclear.

Implementing a SAFT can be difficult, especially if the parties are located in various countries. Even if you’re using an agreement template, the safest course of action is to get help from qualified lawyers.

When This Model Makes Sense

This fundraising structure is typically used when:

The project is in its early development stage;
The token is not yet ready but has a clear roadmap;
The goal is to issue utility tokens, not investment instruments;
Funding is sought from accredited or institutional investors;
The team wants to comply with U.S., EU, or offshore regulations;
Tokens will power an ecosystem, protocol, or dApp once launched;
Developers want to avoid offering unregistered securities;
The project demonstrates a serious long-term vision, not a short-term hype.

However, this model may not be suitable if:

The token lacks a clear function or real utility;
Timelines and milestones are vague;
Legal documentation is copied or poorly structured.

It’s not a universal solution — but for the right project, it offers legal clarity and flexibility during fundraising.

Why Legal Support Matters

Even though this fundraising model may look straightforward, it raises several critical legal and regulatory questions, such as:

Is the token a security or a utility?
When is it considered functional?
What event triggers the delivery of tokens?
Are there risks of regulatory scrutiny or enforcement?

Without proper legal structuring, projects may face:

Regulatory investigations or enforcement actions;
Delays in exchange listings due to unclear documentation;
Disputes with investors caused by vague or inconsistent terms.

Good legal work doesn’t just prevent problems — it builds credibility, protects your fundraising, and makes your project easier to scale and collaborate on.

Global Legal Expertise

We support crypto teams globally, with legal experience across:

Jurisdiction	Key Regulatory Focus
🇺🇸 United States	Token fundraising must comply with SEC rules under Reg D or Reg S.
🇪🇺 European Union	Structures must align with the MiCA Regulation, focusing on utility token compliance.
🇬🇧 United Kingdom	Governed by the FCA and the Financial Services and Markets Act 2023.
🇨🇭 Switzerland	Guided by FINMA classifications under the DLT Act.
🏝️ Cayman Islands & BVI	Operate within flexible VASP frameworks for offshore token offerings.

How We Help

We provide end-to-end legal support for token fundraising — including the full structuring and drafting of SAFT and other related documentation.

Our legal assistance covers:

Comprehensive review of your tokenomics, white paper, and overall funding model;
Legal analysis under U.S., EU, and other relevant frameworks (Howey, Reg D, Reg S, MiCA);
Drafting, reviewing, and updating SAFT agreements and related token sale documents;
Preparation of standard terms, confidentiality clauses, and investor disclosures;
Development of amendments or termination agreements when required;
Participation in investor negotiations and deal structuring;
Jurisdictional guidance for multi-country operations and compliance alignment;
Coordination with tax and financial advisors to ensure full legal consistency;
Clear explanations of legal terms for founders and investors, ensuring readiness for audits or exchange listings.

You don’t get templates — you get precise legal documents built around how your project actually works.

Real Use Cases — Confidential by Default

We’ve supported dozens of Web3 projects through SAFT-based fundraising — from early DeFi startups to infrastructure-level blockchain protocols. While our client work remains confidential, we can share an anonymized SAFT example on request to illustrate how such agreements are structured in real projects.