b'Tokenization on aCentral Securities DepositaryWe assisted a global bank in its collaboration with a European exchange. The bank has tokenized, settled and is safekeeping assets on a regulated dig-ital central securities exchange, bringing late-stage pre-IPO equities to institutional and eligible investors on the digital platform. The parties have developed a scalable solution that will make shares in high-growth, venture-backed private companies more accessible to investors. For issu-ers, this presents a novel and compliant model to simplify liquidity man-agement for early investors and employees while still enabling cap table control. The collaboration leverages the banks expertise in securities services and private market investments, and the exchanges regulated infrastructure for digital securities.The securities are offered in compliance with Regulation S to non-U.S. persons. The securities provide economic rights to the holders while accom-modating private issuer charter requirements. These often incorporate restrictions on transfer or other investor rights, including co-sale, tag-along, rights of first refusal and drag along rights. The terms and condi-tions of the securities address corporate events (such as an IPO, merger, or liquidation) among other things. The securities also provide a mechanism for monetization for holdersfacilitating pledging and securities lending transactions. Our advice includes addressing tax matters, including com-pliance with tax reporting requirements. 5'