Solar plant 9.9 MW: a review of an investment package
Public edition of a review of a real inbound request: fifteen findings on the package presented, an assessment of tokenisation as a fundraising channel, the target deal construction and a work schedule to the first control point.
English edition of the public redaction M-2026-08-EST 03/001-П of 23.08.2026. Not investment advice, a legal opinion, an asset valuation or an offer of a financial instrument. The Institute does not raise investment and offers no financial instruments in any wrapper. The full text is published in Russian.
| Item | Content |
|---|---|
| Object | Photovoltaic plant 9.9 MW (AC), 15 ha, Central America. Counterparty and site disclosed on request |
| Request | Assembly of a legal, financial and digital fundraising circuit. Declared instrument: issuance of digital assets to attract non-institutional funds |
| Declared deal | Round 600,000 USD · minimum ticket 50,000 USD · investors 60% / sponsor 40% · target stage RTB · exit Q1 2027 · target case ×2 |
| Basis | A four-page investment overview and open sector and regulatory sources. No field verification was performed |
Each figure carries a source label. [A] is the client package; [B] is a calculation on declared assumptions; [C] is an external source whose perimeter has not been verified for this object; [—] denotes absent data. Class [C] values do not enter aggregate conclusions. The label [—] is itself a result of the review.
Findings on the package
The perimeter of the count is not declared: three irreconcilable quantities are presented as points on one scale — 0.6–1.2 m USD “early stage”, 200–300 k USD/MW “RTB” and 5.5–8.0 m USD “full capital budget”. The value scale contains a circular reference: 600,000 divided by 0.60 gives a post-money valuation of 1.0 m USD, which sits in the middle of the declared early range, so the first point of the growth scale is the price of the present round presented as external confirmation of the price of the present round.
The load-bearing assumption is single and not normalised by units. Reduced to a comparable base, 200–300 k USD/MW (AC) at DC/AC of 1.25 corresponds to 160–240 k USD/MW (p). Comparable Southern European transactions in 2024 sit at 79.5–137.5 k EUR/MW (p) on the buyer side and 115.5–212.5 k EUR/MW (p) on the seller side. The requested figure lies at the upper bound of the seller side of a mature market, while assets on that market carry executed grid connection and a confirmed offtake route and this object carries neither.
The exit axis is not observable: no public transactions with RTB assets exist within the jurisdiction perimeter, so the ×2 target can be neither confirmed nor refuted on available data, and price negotiations will proceed without an external anchor. The anchor will belong to the buyer. Failure scenarios are absent entirely: the ×2 case requires five conditions to hold simultaneously, and none is declared as an assumption.
The offtake circuit is absent. The price difference between an RTB project with signed offtake and one without is a multiple, not a percentage. A commercial negotiation cycle runs 6–18 months, and the declared schedule to Q1 2027 does not accommodate one.
The instrument does not solve the stated problem
Tokenisation changes the manner in which a right is transferred and leaves its nature intact: a share in the proceeds from the sale of an asset qualifies as a security by the substance of the relationship under local, US and European law. The jurisdiction of the object has no digital-asset regime in force — a 2022 attempt was rejected and a 2025 bill was not adopted. Every lawful distribution channel restores the accredited-investor filter. The constraint is structural and is not removed by budget, jurisdiction or quality of execution.
The package is internally inconsistent. Page four carries a correct notice: private placement, no public offer, no registration with a regulator. With a minimum ticket of 50,000 the round closes with twelve investors and no digital wrapper is required. Removing the ticket to reach retail removes the basis of private placement together with that notice. The legal notice and the distribution plan describe two different transactions.
The closing conclusion of the assessment
No due diligence process on the side of an institutional or strategic buyer will pass over a dispersed pool of retail holders with a claim on the proceeds of an asset sale. The instrument chosen for the sake of the exit makes the exit unreachable. A digital circuit is appropriate after commercial operation, on an asset with contracted cash flow, in the function of registry and settlement. At a stage before grid connection and before offtake it is an encumbrance.
Target construction
The task was posed as fundraising. The target formulation is to bring the asset into a state of being purchasable. Development capital arrives at a project with an identified buyer and does not arrive at one without, irrespective of the wrapper. The core of the construction is to move the source of development capital into the circuit of the future buyer: a regional independent power producer or a strategic aggregator finances development milestones against exclusivity and a right of first refusal at a price formula fixed before spending begins. The price of that capital is a discount to the exit price; what the discount buys is an exit that has ceased to be a hypothesis and become an obligation of a party with a balance sheet.
Land moves from purchase to option with exercise at financial close. The offtake decision takes priority over the permitting decision, because offtake sets the price, the timeline and the class of buyer. Tranches are released against documents rather than against a calendar, through six gates: incorporation and escrow, land control over at least 95 per cent of the project area, an accepted grid application with an assigned point, environmental documentation accepted for review, signed offtake intent, and an RTB folder at least 90 per cent complete in class A positions. A milestone not reached is a tranche not released.
Regulation of work
Stage I is a P-0 systemic diagnostic in a single-document configuration: three weeks, 5,000 units, fixed price, a gate with the right to stop. The list price for P-0 is 8,000 units in the full five-line configuration; the deviation is declared and motivated by the reduced perimeter, with no field half and no sealed first-person envelope. Stop criteria are declared in advance, including an unregistered land instrument, the absence of an accepted grid application at T+90 days, and a register-closure cost exceeding the round by more than 25 per cent.
Acceptance runs on three axes with declared thresholds: provenance of at least 70 per cent for conclusions standing on documents, validity of at least 70 per cent verified by the client against presented evidence, and informativeness of at least 30 per cent measured against a list fixed and hashed by the client before the start. The sanction is a ladder to half the contract value. Either side may stop after stage I, unworked stages are not invoiced, and payment does not depend on the sign of the conclusion. Abandoning a project in the fourth month costs less than abandoning it in the fourteenth, and that is a result of the stage rather than its failure.
Basis: a single client document and open sector and regulatory sources. Full document, counterparty name and site provided on request through the Institute inbound channel — [email protected].