ETL ILIA carries out the first incorporation of companies with NFTs

ETL ILIA is a pioneering and leading firm in advice on crypto-assets, committed to offering a comprehensive service in tax and legal advice every day.

Over time, we have transitioned from a firm with a specific specialization to a boutique of leading professionals in the field. This evolution has endowed us with the capacity to provide comprehensive tax and legal advice, instilling confidence in our clients and stakeholders.

The exponential advance of this technology means that the firm must train at the same time as the communities and developers of these crypto-assets, including new matters in our advice as this technology grows and evolves.

NFT intellectual property rights

Proof of this is the almost residual importance that the so-called NFT</a > (Non-Fungible Token or Non-Fungible Token) had a few months ago and the great importance they have today, even leading the office to write about the problem of intellectual property rights of NFTs.

In this sense, NFTs are unique digital assets which cannot be modified or exchanged for another of equal value since there is no equal one. Thus, unlike what happens with cryptocurrencies, which can be security tokens, that is, cryptographic assets linked to a traditional financial asset (e.g. debt issued by companies for financing) and from which a return is obtained, or utility tokens em>, that is, cryptographic assets that give the right to a specific use (usually a good or service), NFTs are configured only as utility token, so the acquisition of one of them entails a right to a specific use of that and not another NFT.

Currently, there are many NFTs with unique advantages related to the right associated with them, such as the reward in a certain game or the acquisition of a work autographed by the author himself.

NFT as a means of contribution to establishing a company

Thus, it could be expected that sooner or later, one of the owners of these NFTs would use them as a means of contribution to the creation of a society, ultimately bringing an asset as modern as it is unknown to many to a traditional and nothing changing like the constitution of companies.

Aware that the task entrusted to us would be complex and, at a minimum, would result in many questions and few answers, ETL ILIA proposed to take a step further in the comprehensive advice it offers, establishing possibly the first Limited Company in Spain through a non-monetary contribution in the form of NFTs.

Notary in Barcelona

We were not alone in this; we had the magnificent collaboration of the Barcelona Notary, Mr. Ariel Sultán Benguigui, and the extraordinary team that supports him, especially the Notary official, Mrs. Ruth Franch.

Left behind are the countless meetings and inexhaustible patience they had when explaining to them what we mean when we talk about an NFT and that it is an asset like any other, the hours of study dedicated by the Notary himself to avoid a defective qualification of the deed of constitution, and the weeks in suspense waiting for the response – and registration – from the Commercial Registrar.

“It is a pride to be able to contribute our grain of sand in this complex world within the reach of so few. It has been shown that, although we are institutions – offices, notaries and registries – we are part of a field as classic and traditional as the world of Law, located at the antipodes of this very new technology, with effort and dedication and, above all, with a great capacity for continuous learning, we can all contribute together to the advancement of Law and adapt it to our changing social reality and respond to the new challengesof the 21st century. –D. Ariel Sultan”

Finally, after a few weeks of long waiting, the Barcelona Mercantile Registry registered the deed of incorporation, becoming the first company with share capital formed by NFT assets.