



EUROVEGAS CITY
INFORMATION
EuroVegas City is an ambitious real estate and technology project that aims to build a modern city focused on entertainment, luxury resorts, casinos and a blockchain-powered digital economy. The project is managed by the Cyprus-based holding company EuroVegas City Group PLC.
The original intention was to establish a Real Estate Investment Fund (location Cyprus) to obtain the capital needed to finance the EuroVegas City project. The first meetings in groups of private investors showed that there are more investors accepting to invest their funds in the EuroVegas City project not in fiat currency, but in cryptocurrencies.
Based on these facts, we decided to create two types of tokens for financing the EuroVegas City project and one token for the future use of payments in the already built EuroVegas City.
1. BASIC PHASE OF THE PROJECT:
Phase 1 - Capital raising for land financing for the construction of the EuroVegas City complex
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Initial issue with a total value of up to 1 million EUR
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The private offering of these tokens is being carried out under the exemption provided for in Article 3(2) of Regulation (EU) 2017/1129 (the Prospectus Regulation). As the total aggregate consideration does not exceed EUR 8,000,000 over a 12-month period, no prospectus has been filed with or approved by the Cyprus Securities and Exchange Commission (CySEC).
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1 EVL = 1 USDT = right to convert to 1 class B share (value of 1 share = 1 EUR)
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Exchange is made via the platform (swap for USDT)
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Fees: 10% (of each purchase transaction) is allocated to the project development fund (marketing, legal fees, licenses and other costs associated with the project development). When selling EVL back to USDT, this transfer is free of fees.
Example:
An investor purchases 100 EVL tokens for 100 USDT. Although the price is 1:1, the investor does not receive 100 EVL tokens in his wallet, but 90 EVL tokens. Since a 10% fund fee was charged. Upon request, the investor can convert EVL tokens into B-shares (shares of EuroVegas City Group PLC) and receive 90 shares worth EUR 90 (1 share = 1 EUR).
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After the successful sale of the first issue, the process of obtaining a license from the Cypriot regulator CySEC for the purpose of selling a larger number of EVL tokens or launching another - a second issue of 5 million EUR.
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After the successful sale of EVL tokens in the total capital from the sale of at least 30 million EUR, we will begin the process of finding suitable land to purchase and begin the process of preparing all necessary activities leading to obtaining a construction permit.
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The holder can exchange the purchased EVL tokens back for USDT at any time at a ratio of 1:1 (1 EVL = 1 USDT) without an exchange fee. If there has been no conversion from token to stock.
Phase 2 – Raising capital for the construction of the EuroVegas City complex (infrastructure and all resorts)
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The launch of the EVP token sale is conditional on the successful completion of the EVL token sale, when capital for the purchase of land has been reached.
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The EVP token sales will be used to finance the construction of the entire EuroVegas City complex, i.e. the infrastructure and all resorts, and the sales will be carried out in different issues and in different volumes. It will be specified after the successful completion of the first phase.
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The EVP tokens will be offered under the same conditions as the EVL tokens.
2. INVESTOR RIGHTS:
Holders of EVL or EVP tokens will become shareholders (class B shares in EuroVegas City Group PLC) after conversion, which provides them with:
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80% share in the company's profit and assets (divided by share)
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Right to liquidation balance
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Access to information about the company
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Pre-emptive right when transferring B shares
The company is managed exclusively by shareholders - holders of class A shares, who have:
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100% voting rights
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20% fixed share in the profit
3. LEGAL AND REGULATORY INFORMATION:
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The token sale is carried out in accordance with the exemption under Article 3(2) of Regulation (EU) 2017/1129 – no prospectus is required up to a limit of EUR 8 million in 12 months.
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KYC and AML rules are applied in accordance with Cypriot legislation.
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After the conversion of tokens into shares, investors will be registered in the internal shareholder register.
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The process leading to obtaining a license for the unlimited sale of EVL tokens from the regulator CySEC (Cyprus) will begin during the launch of the first round, when it will be clear that the EUR 8 million limit from the sale of EVL tokens may be exceeded earlier than in 12 months.
4. HOW TO INVEST:
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Register as an investor, after verification you will have access to purchase tokens - here
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Connect your wallet and exchange USDT for EVL tokens using our swap application - here
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Get EVL tokens (with 10% allocation to the development fund)
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Upon investor request, tokens will be converted into B shares
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As a shareholder, you will be entitled to profit, assets and dividend payments
5. FAQ:
Section 1 – Legal and Company Structure
Who is the issuer of the EVL, EVP, and EVC tokens?
The issuer of all tokens (EVL, EVP, EVC) is EuroVegas City Group PLC, a Cyprus-registered company. It is responsible for the issuance, management, conversion, and all obligations related to the tokens and shares.
Are EVL and EVP tokens securities?
Yes, both EVL (EuroVegas Land) and EVP (EuroVegas Property) tokens are classified as security tokens under European Union law. They are considered transferable securities and are convertible into Class B shares of EuroVegas City Group PLC.
EVL represents an investment in land (phase 1), while EVP represents investment in construction (phase 2). Once converted, the holder gains rights to company assets and profits.
What is the legal framework of the project?
The project operates under the Article 3(2) exemption of EU Regulation 2017/1129, allowing an offer of securities up to €8 million over 12 months without a prospectus. This exemption is fully legal and used for the initial token sales.
Does the issuer plan to obtain a full public offering license?
Yes. If the initial EVL token sale is considered successful (even if only €1 million is raised), EuroVegas City Group PLC plans to apply to the Cyprus Securities and Exchange Commission (CySEC) for a full public offering license, enabling unlimited token sales beyond the €8 million exemption.
Why was the company established in Cyprus?
Cyprus offers legal certainty within the EU, fast incorporation, low regulatory burden, and is attractive to international investors.
How is the investor protected?
After conversion to shares, the investor becomes a legal shareholder of the company, with rights to assets and profits. The shareholder register is officially maintained and enforceable under law.
Do I need to verify my identity to purchase tokens?
Yes, standard AML/KYC procedures apply. Investors must verify their identity and source of funds.
What rights do Class B shareholders have?
Class B shareholders have:
– right to receive profits,
– right to a share in company assets,
– right to transfer (under conditions),
– no voting rights.
What does Class A share mean?
Class A shares (held by investors who stand at the beginning of the project and manage and organize the entire activity) have a permanent right to 20% of the company's profits and assets, regardless of the number of B shares issued. These shareholders also have full control and management of the company.
Section 2 – Financial and investment information
Why is there a 10% fee charged when purchasing a token?
The fee is used to finance the development of the project – marketing, licenses, legal costs, platform development, etc.
For 100 USDT, the investor will receive 90 EVL tokens.
Is the B share converted to 1 EUR even if I pay in USDT?
Yes, 1 USDT = 1 EVL token minus Fee 10% = 0.9 EVL = 1 B share, which is equal to 1 EUR.
Payment in USDT (equivalent to USD) is not a problem, as the conversion rate is fixed.
When will I receive the share?
After purchasing EVL, the investor can request the token conversion - usually within 5 business days.
Am I entitled to a physical share?
You will receive a digital certificate in PDF format. A printed version can be issued upon request.
Do I pay tax when converting tokens into shares?
Usually not. Taxes only arise when the profit is paid out or the shares are transferred.
Can I invest as a company?
Yes, investment by legal entities is possible.
Will the tokens be tradable on an exchange?
EVL and EVP are non-public security tokens. They may later be listed on a licensed securities trading platform.
What profit can I expect?
The investor is entitled to a share of the net profit from the operation of EuroVegas City (resorts, casinos, infrastructure) according to the share of ownership.
3. Conversion, holding and redemption
Do I have to convert tokens into shares?
1 EVL = 1 B share. This also applies to purchases with a 10% fee (90 EVL for 100 USDT).
What is the conversion ratio?
No, conversion is voluntary. However, without conversion, the investor has no shareholder rights or entitlement to a share of the profits.
How does the token buyback work?
An investor can exchange EVL tokens back 1:1 in USDT at any time without any fees.
Is the buyback legally binding?
Yes, the terms of the buyback are enshrined in the contract and legally enforceable.
What happens to the tokens after the conversion to shares?
The investor will hand over their EVL back to the company and receive a share. The tokens will be marked as "converted" and will no longer be usable.
4. Token Supply & Project Phases
What is the difference between EVL, EVP and EVC tokens?
EVL = phase 1 – financing of land purchase
EVP = phase 2 – financing of construction (resorts, infrastructure)
EVC = speculative token, future currency in EuroVegas City
Can I hold all three tokens?
Yes, you can own EVL, EVP and EVC.
How many Class B shares will be issued?
The total number will correspond to the volume of capital raised. More issues are planned as funding needs arise.
When will the second phase (EVP) start?
After the successful acquisition of the land (Phase 1 – EVL), Phase 2 will start with the sale of EVP.
What is the meaning of the EVC token?
EVC is not a security. It is a speculative token and a planned currency for payment of services in EuroVegas. It is not associated with shareholder rights