Appendix
📎 Appendix
“The project is bold. The structure is bulletproof. The appendix proves it.”
The MUY Appendix consolidates everything that matters for serious investors, legal advisors, and governance auditors: Legal clarity, token structure, compliance data, key definitions, and what’s coming next in MUY’s governance evolution.
These documents complete the transparency commitment: We don’t ask for trust — we show how we earn it.
🧾 1. Legal Disclosure Summary
“This is a real security. And this is where the legal lines are drawn.”
MUY Token (MUY-A) is offered as a security token, structured in full alignment with Mexican law and modeled to comply with cross-border investment norms for Canada, the U.S. (Reg D), and the EU (MiCA & Pilot Regime alignment).
⚖️ Entity & Ownership
Legal Entity: MUYALTA S.A.P.I. de C.V.
Jurisdiction: Quintana Roo, Mexico
Function: Special Purpose Vehicle (SPV) that holds the land, title, and operating income rights for the MUYALTA project
Governance Integration: SPV bylaws are aligned with DAO voting framework and restrict unilateral action
📜 Token Definition
Token Type: Security Token (ERC-3643)
Asset Class: Equity-backed, revenue-generating real estate instrument
Investor Rights: Quarterly net income distributions + NAV-based buybacks
Transfer Conditions: Whitelisted wallets only (KYC via SumSub or equivalent)
✅ Jurisdictional Summary
Mexico
✅ Native
SPV registered and governed by Mexican law
Canada
✅ Available
KYC+AML onboarding under FinTRAC
U.S.
✅ Accredited Only (Reg D)
Full offering memorandum + KYC
EU
✅ Compliant
Aligned with Pilot Regime & MiCA
Restricted Jurisdictions
❌ Blocked
Sanctioned or embargoed
🔐 Legal Limitations & Disclaimers
No guarantee of capital appreciation, liquidity, or resale at NAV
DAO may reject buyback requests if thresholds are unmet
MUY Token is not legal tender or currency
Past property performance ≠ future returns
📄 Read the Full Prospectus 📄 View DAO Constitution
📘 2. Glossary of Terms
“No jargon. No confusion. Just clarity for every reader — crypto-native or not.”
🏢 Real Estate Terms
SPV (Special Purpose Vehicle)
Legal entity that holds project assets
NOI (Net Operating Income)
Rental income minus operating expenses
NAV (Net Asset Value)
Appraised value minus liabilities ÷ tokens
Appraised Value
Annual third-party market value
Buyback
DAO repurchases tokens at NAV or discount
🔗 Blockchain & Token Terms
Security Token
Tokenized share of a regulated asset
ERC-3643
Ethereum standard with identity & compliance features
Smart Contract
Self-executing blockchain logic
Snapshot
Tool for governance vote snapshots
Polygon
Layer 2 chain with low-cost Ethereum compatibility
🧠 Governance & DAO Terms
DAO
Token-holder governed system with proposal voting
DAO Builder Tier
MUY’s governance class (≥ 50K tokens)
Quorum
Minimum vote participation to validate results
Multi-Sig Wallet
Wallet requiring multiple signers for use
On-Chain Governance
Decisions enforced via smart contracts
💵 Payment & Compliance Terms
KYC
Identity verification for investment compliance
AML
Anti-money laundering measures
Stablecoin
Crypto pegged to fiat (e.g., USDC, USDT)
Whitelisted Wallet
KYC-verified wallet permitted to hold MUY
Custodial Wallet
Wallet managed by third-party for user
🔐 3. Smart Contract Audit Commitment
“Every dollar distributed. Every token moved. Every vote cast. Must be verifiably secure.”
🧪 Why It Matters
Smart contracts execute:
Income distributions
Treasury logic (85/15)
Buybacks
DAO proposals + votes
Lock-ups + vesting
Wallet whitelisting
📋 Audit Scope
ERC-3643 Logic
Token partitions, identity control
Income Distribution
USDC payout, schedule
Buyback Logic
NAV math, limits, burn
Governance Functions
Snapshot sync, quorum
Admin Controls
Pause, multi-sig, upgrade protection
Edge Cases
Replay, re-verification, failsafe logic
🏛️ Audit Timeline
Auditor: Hacken or CertiK (Q3 2025)
Publishing: www.muytoken.com/audit
Post-Audit: Final report linked to ERC-3643 token via IPFS
🛡️ Ongoing Security Practices
Open Source
Code verified on PolygonScan
Bug Bounty
White-hat disclosure program
Multi-Sig
3-of-5 signer minimum
Audit Recurrence
Every 24 months
🏗️ 4. Permits & Proof of Compliance (Short Form)
“Before we minted a token, we earned every city signature.”
📄 Key Permits Secured
Construction License
✅ Approved
Land Use Authorization
✅ Approved
Architectural Plans
✅ Approved
Engineering Letter
✅ Submitted
Protective Zone Approval
✅ Approved
SPV Incorporation
✅ Registered (Notario Público)
📌 Site Readiness
Land fenced + signage installed
Gantt construction schedule ready
NAIA + Grupo 3 validated fixed construction budget
Ready for pre-construction works (Q4 2025)
📜 5. DAO Constitution Draft (Optional Pre-Release)
“Every investor deserves more than access — they deserve a voice.”
The MUY DAO Constitution provides the enforceable foundation for:
Voting rules
Treasury controls
Proposal rights
Series expansion protocol
Conflict resolution and amendment path
📘 Draft Articles (Preview)
I
Establishes DAO Builder Tier
II
Proposal creation + vote logic
III
Treasury caps and spend limits
IV
Approving future MUY Series
V
Snapshot voting (66.7% approval)
VI
Emergency override via 3-of-5
VII
Amendment process (75% DAO vote)
🛠️ Legal Integration
Constitution mirrored in MUYALTA S.A.P.I. de C.V. bylaws
DAO votes carry legal authority for appointing/removing directors
Enforceable by SPV operating agreement
Governance with weight. Compliance with clarity. Trust, backed by documents — not promises.
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