Urano Ecosystem Sp. z o.o.

Tokenization and Legal Compliance

Urano Ecosystem Sp. z o.o., headquartered in Grudziądz, Poland, operates as the regulated entity supporting the tokenization processes within the Urano Ecosystem. The company is duly registered in the Polish Register of Virtual Currency Activities, maintained by the Director of the Fiscal Administration Chamber in Katowice, under registration number RDWW-746, issued on May 10, 2023.

Urano Ecosystem Sp. z o.o. conducts its activities within the scope permitted under the European regulatory framework, ensuring that all operations related to digital asset representation are structured and carried out in accordance with applicable laws. Importantly, the company does not issue MiFID-regulated financial instruments nor electronic money (EMI). Its activities are strictly limited to the creation, administration and lifecycle support of crypto-assets permitted under MiCA and relevant Polish legislation.

The Role of Urano Sp. z o.o.

Urano Ecosystem Sp. z o.o. provides the operational and compliance foundation for the tokenization activities within the ecosystem. Acting as a bridge between traditional businesses and blockchain-based infrastructures, the company oversees the entire tokenization lifecycle, ensuring that all steps, from initial asset assessment to digital structuring, are executed with legal clarity, procedural integrity and technological rigor.

Key Responsibilities:

Due Diligence Before any tokenization process begins, Urano conducts comprehensive legal, operational and factual assessments to verify feasibility, ownership, regulatory permissibility and the quality of provided documentation.

Asset Structuring (Tokenization) Eligible real-world assets, including real estate, artwork, IP, SMEs and other permissible categories, are digitally structured through uShares, programmable ERC-20 representations designed for transparent, compliant and auditable interaction within both off-chain and on-chain environments.

Platform Integration Once structured, asset representations can be made available within the uApp, where eligible users may access, consult and interact with the respective digital frameworks under the applicable compliance rules.

How Tokenization Works

Tokenization within the Urano Ecosystem follows two primary origination pathways:

1. Internal Origination (Urano Ecosystem Sp. z o.o.)

Through a network of professional partners and domain experts, Urano identifies real-world assets that meet the criteria for compliant digital structuring. Each opportunity undergoes internal review, which includes documentation verification, regulatory assessment, technical feasibility analysis and alignment with ecosystem standards.

2. External Origination via uStation

uStation serves as the dedicated onboarding hub for asset originators, including businesses, artists, property owners and entrepreneurs, who intend to structure eligible real-world assets digitally. Submitted proposals undergo:

• documentation checks

• legal and regulatory analysis

• assessment of feasibility under MiCA

• technical scoping

All external asset originators are required to complete KYB (Know Your Business) verification, as well as KYC procedures for Ultimate Beneficial Owners (UBOs) and relevant representatives, in line with applicable AML/CFT regulations. Tokenization proceeds only once identity, ownership and compliance conditions are fully validated.

Only proposals that satisfy all requirements progress to the structuring phase.

The Tokenization Lifecycle

The tokenization workflow within the Urano Ecosystem follows a standardized five-step sequence that applies consistently to both internal and external origination pathways. Each phase ensures legal clarity, technical robustness and operational transparency.

1. Onboarding and Verification

Asset originators submit the required documentation, including ownership records, legal certificates and technical information. A structured verification process is carried out to confirm:

• identity, KYB/KYC compliance and UBO verification

• ownership legitimacy

• regulatory permissibility under MiCA

• documentation completeness and accuracy

• technical and operational feasibility

Only asset proposals that satisfy all onboarding requirements proceed to the next phase.

2. SPV Structuring and Operational Segregation

Following the legal structuring phase, the underlying real-world asset is held or managed through a dedicated Special Purpose Vehicle (SPV). The SPV provides the legal and operational segregation required for compliant asset handling and ensures that the real-world asset and its related cash flows remain fully separated from the activities of other ecosystem participants.

Depending on the nature of the asset and the selected model, the SPV may operate under:

Standard (Single Model):

• segregated accounting

• ring-fencing clauses

• dedicated asset segregation

• cash-flow traceability

Premium (Custom Model):

• enhanced segregation requirements

• institutional-grade documentation

• top-tier or high-value opportunities

• additional legal structuring layers

The SPV is responsible for executing all off-chain operations related to the asset, including:

• asset acquisition and holding

• legal and operational management

• collaboration with originators or servicers

• execution of contracts and reporting requirements

• collection of proceeds and transfer of outcomes for on-chain processing

This structure ensures full legal clarity, operational separation and compliant handling of all real-world events associated with the tokenized opportunity.

3. Fractional Digital Representation

After approval, the asset is digitally structured through uShares, Urano’s programmable Factory ERC-20 representation.

This process includes:

• defining the digital supply associated with the asset

• encoding compliance logic and permissions

• preparing lifecycle rules and metadata

• deploying the representation on-chain

Fractional digital structuring enables the division of the opportunity’s economic structure into multiple digital units. For example, a €1 million asset can be represented through 1,000 uShares, each representing a standardized digital fraction of the structured asset.

This process enables programmable, transparent and auditable interaction with asset-linked structures without implying the issuance of regulated financial instruments.

4. User Interaction

Eligible users access the uApp, complete identity verification (KYC/KYB), and interact with the structured asset in accordance with its legal configuration.

Users are able to:

• view the asset’s documentation

• review lifecycle details

• acquire the corresponding uShares using stablecoins or other supported digital assets

• interact with the on-chain representation under compliant rules

All interactions occur via smart-contract mechanisms designed to enforce transparency, immutability and compliance.

5. Lifecycle Operations and On-Chain Event

Once structured, the asset follows a standardized on-chain lifecycle that governs user interactions, compliance management and event handling.

This includes:

• traceable transfers under compliance rules

• automated enforcement of identity-based permissions

• event logging

• on-chain claim mechanisms linked to the asset’s structure

• operational updates when defined by the legal configuration

All lifecycle operations are executed in accordance with the specific legal framework governing the asset, ensuring transparent and compliant behavior throughout its on-chain existence.

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Real World Asset Events and Value Distribution

When a real-world asset associated with a digital representation generates a recognized economic outcome — such as appreciation, liquidation, disposal, or the successful completion of an underlying project — the corresponding value is handled through a standardized process designed to ensure clarity, transparency and compliant on-chain execution.

1. Value Realization (Off-Chain Event)

When an asset produces a tangible economic result (e.g., proceeds from a sale, liquidation, auction, settlement or monetization event), the SPV responsible for managing the underlying real-world asset collects the proceeds in fiat currency in accordance with the asset’s legal and operational structure.

2. Conversion to Stablecoins (e.g., USDC)

All collected proceeds are converted into stablecoins, such as USDC. Once converted, the stablecoins are transferred to the Urano platform, where they can be processed and prepared for on-chain allocation. This conversion is a required operational step, as all distributions and technical interactions within the Urano Ecosystem occur exclusively on-chain. Stablecoins enable transparent accounting, traceability and efficient allocation through smart-contract mechanisms.

3. On-Chain Allocation and Claim Mechanisms

Following the conversion into stablecoins, the corresponding amounts are transferred on-chain and processed through dedicated smart contracts. Holders of uShares linked to the underlying Real World Asset (RWA) can claim the proceeds through the on-chain claim mechanism, in accordance with the rules and legal configuration defined for that specific opportunity. These operations are executed transparently and automatically through smart-contract logic and do not imply any guarantee of returns, profits or financial performance.

MiCA Compliance and Permitted Activities

Urano Ecosystem Sp. z o.o. operates strictly within the scope of activities permitted under the MiCA regulatory framework and does not engage in services requiring additional authorization. All operations are conducted within the boundaries applicable to entities registered under the Polish VASP framework and transitioning toward the MiCA CASP regime.

Permitted Activities Include:

Urano Ecosystem Sp. z o.o. is authorized to perform only the following categories of activities:

• creation, administration and lifecycle management of crypto-assets that fall within the MiCA definition of non-MiFID crypto-assets

• provision of technical interfaces enabling users to interact with digital representations (e.g., viewing, accessing documentation, lifecycle event handling)

• digital structuring and deployment of asset-linked representations through programmable on-chain mechanisms

• technical distribution and placement tools, strictly within the boundaries applicable to crypto-assets not qualifying as financial instruments

• custodial and administrative tools designed to enhance user protection when interacting with compliant wallet infrastructures

• market-access enablement through compliant partnerships with third-party service providers operating under MiCA or equivalent regulatory frameworks

All activities are designed according to a compliant-by-design approach that integrates identity controls, transfer restrictions and procedural safeguards directly into the technological infrastructure.

Regulatory Limitations

Urano Ecosystem Sp. z o.o. does not perform — and is not authorized to perform — activities requiring MiFID, EMI, banking or payment-service licensing.

Specifically, the company does not:

• issue, manage or distribute MiFID-regulated financial instruments

• issue electronic money (EMI) or provide payment-service activities

• provide investment advice, portfolio management or individualized recommendations

• perform market-making, brokerage, order execution or regulated trading activities

• offer lending, credit or interest-bearing products

• operate as a securities issuer or as a manager of collective investment schemes

These limitations ensure full alignment with MiCA requirements and form a clear separation between Urano’s permitted operational perimeter and regulated financial-market activities.

Why Licensing and Registration Matter

Urano Ecosystem Sp. z o.o.’s registration in the Polish Register of Virtual Currency Activities, combined with its alignment to the MiCA regulatory perimeter, provides a clear and verifiable legal framework for all operational processes. This regulatory foundation ensures that tokenization activities are conducted with full procedural clarity, strengthens trust among users and partners, and establishes Urano as a reliable and compliant operator within the digital-asset ecosystem.

User Benefits

Users interacting with digitally structured real-world assets through the Urano Ecosystem gain access to categories of opportunities that are traditionally difficult to reach through conventional channels. Fractional digital representations improve accessibility and enable broader participation, while on-chain transparency provides a clear and auditable view of lifecycle operations. The use of standardized, compliance-aligned workflows enhances procedural clarity and strengthens user protection, offering an environment where interactions with asset-linked structures are secure, traceable and technically robust.