With securities laws, substance often trumps form and much ink has been spilled on what constitutes a security. Even a partnership interest can be a security (

With securities laws, substance often trumps form and much ink has been spilled on what constitutes a security. Even a partnership interest can be a security (often turning, in part, on how much real control a partner has). I have no doubt it is possible to design a system that navigates the treacherous landscape of the securities laws, and perhaps you have done that. I just note that securities laws are one of the design constraints you'll need to account for. It sounds like you've made an effort to do that. I would certainly encourage you to get some expert help in this area when it’s the right time to make that investment. Good luck!