-ATARAXIUM & IPSA SCIENTIA-SECURITY TOKENS of ZAMBELLI INTERNATIONAL CONSULTING LLC & WISE UNIVERSAL GROUP
- Jose Zambelli
- Oct 23
- 24 min read
CALL of INVESTORS
Welcome to ZAMBELLI INTERNATIONAL CONSULTING LLC and WISE UNIVERSAL GROUP Exclusive projects Finance Investment Opportunities in Revolutionary Security Tokens
Unlock the Future of Digital Investment
At ZAMBELLI INTERNATIONAL CONSULTING LLC and WISE UNIVERSAL GROUP, we are proud to offer you an innovative investment opportunity designed to accelerate the financial growth and stability of your business, while benefiting your valued customers. Introducing our ATARAXIUM Security Token and IPSA SCIENTIA Security Token—groundbreaking digital assets backed by legitimate, tangible, and intellectual property assets.
Objective:
The primary objective of this financing project is to introduce and promote the investment opportunities available through the ATARAXIUM and IPSA SCIENTIA Security Tokens. These tokens are at the forefront of financial innovation, offering a secure and highly profitable method for funding large-scale, high-potential projects across a variety of industries. By combining the stability of tangible assets with the flexibility and efficiency of blockchain technology, these security tokens provide investors, business owners, and project developers with an unparalleled financing solution.
The ATARAXIUM and IPSA SCIENTIA tokens are unique in that they are backed by solid, real-world assets such as gold, silver, lithium, intellectual property, and financial instruments. This asset-backed structure ensures a level of security that is crucial for large-scale investments, while also providing growth potential driven by the ever-evolving market dynamics of the tokenized economy. This makes them an attractive choice for a wide range of investors, from institutional players to individual stakeholders, looking to diversify their portfolios and capitalize on the opportunities emerging in the blockchain space.
Through this targeted campaign, we seek to educate our target audience—which includes investors, business owners, project developers, financial advisors, and brokers—about the unmatched benefits of investing in these security tokens. We will emphasize the stability offered by asset-backed investments, the transparency and legal protection provided by blockchain technology, and the significant financing potential these tokens offer for large-scale projects.
Our strategy is not only to raise awareness about the financial benefits of ATARAXIUM and IPSA SCIENTIA but also to establish ZAMBELLI INTERNATIONAL CONSULTING LLC & WISE UNIVERSAL GROUP as industry leaders in the emerging tokenized investment sector. We aim to position these companies as trusted partners for businesses and investors seeking secure, innovative, and efficient solutions for financing and capital raising.
This campaign will showcase how ATARAXIUM and IPSA SCIENTIA Security Tokens represent the future of project financing—providing a seamless bridge between traditional investment structures and the cutting-edge world of blockchain-based finance. By promoting these opportunities, we are not just offering an investment vehicle; we are empowering business owners and project developers to bring their ideas to life while ensuring that investors have access to a truly secure and profitable opportunity for wealth generation.
A. Our security tokens are strategically structured to bring you security, transparency, and high value. Backed by real-world receivables assets, these tokens ensure robust and reliable investments.
Backed by Tangible & Intellectual Assets:
Our organization’s financial structure is backed by diversified receivables accounts (Debt) of Legitimate , tangible, audited, and verifiable sovereign and private assets, serving as the foundation for our asset-backed financing strategy. This includes significant holdings in natural resources—such as gold, silver, copper, lithium, oil, gas, , Agriculture , native forests, abundant freshwater resources and real estate , renewable energy projects, and agricultural ventures in IP -Digital Asset —across multiple jurisdictions, all independently valued and legally secured.
Financial Instruments:
Additionally, we have AR a broad range of financial instruments, including publicly and privately held equity, government and corporate bonds, Shares, Bonds, Public and Private Titles, Various Financial Rights Assets structured debt, trust-based securities, and other income-generating financial assets. All assets are maintained in strict compliance with U.S. SEC regulations, Investment Company Act of 1940 – Form D –- Regulation D (Reg D) –Regulation S (Reg S) Regulation A (Reg A+) Rule 144A - Rule 10b-5 - Regulation S-K –Regulation S-X – UK London Stock Exchange (LSE) Admission and Disclosure Standards, Rules 15 to 18, with special emphasis on Rule 18 regarding debt securities,- FCA rules (COBS 4, 9, 10, 11), ESMA guidelines, and UAE VARA standards, ensuring full regulatory alignment, legal transparency, and international due diligence integrity.
Receivables Accounts:
A total of the underlying receivables, with a current total value of thirty-six billion, four hundred eighty-nine million, eight hundred forty-six thousand, five hundred forty-six U.S. dollars and ninety-five cents USD 155,076,105,416.32 (one hundred fifty-five billion, seventy-six million, one hundred five thousand, four hundred sixteen dollars and thirty-two cents) ,is equivalent to approximately GBP 114,141,860,000. One hundred fourteen billion, one hundred forty-one million, eight hundred sixty thousand British pounds. are Legally enforceable under the applicable provisions of U.S. federal law; Subject to oversight by the U.S. Securities and Exchange Commission (SEC)Prepared and reported in full accordance with U.S. Generally Accepted Accounting Principles (GAAP) and the FASB Accounting Standards Codification (ASC), including but not limited to: ,ASC 310 – Receivables ,ASC 450 – Contingencies ,ASC 740 – Income Taxes ,ASC 820 / 825 / 855 – Fair Value, Financial Instruments, and Subsequent Events and ASC 605 / 606 – Revenue Recognition under Period September 12 , 2025 - October 31 , 2026
Our receivable portfolio represents legitimate, audited, and certified assets that have undergone rigorous due diligence, valuation, and third-party verification. These assets generate an average annual return of nine percent (9%), calculated in both simple and compound interest formats, ensuring consistent income streams and long-term capital preservation. All operations strictly adhere to U.S. Federal regulations, including the U.S. Securities and Exchange Commission (SEC) frameworks, FINCEN anti-money laundering protocols, and the relevant provisions of the Investment Company Act and Securities Exchange Acts. In the United Arab Emirates, our financing structures fully comply with the Federal Securities and Commodities Authority (SCA) – specifically Board of Directors’ Decision No. (3/R.M) of 2020 and the SCA Rulebook – Book 3, as well as Dubai International Financial Centre (DIFC) regulations under the Dubai Financial Services Authority (DFSA), Chapter 6 on Debt Securities, and Abu Dhabi Global Market (ADGM) governance under Part 6B on Debt Instruments. In the United Kingdom, we operate in full compliance with Financial Conduct Authority (FCA) standards and London Stock Exchange (LSE) disclosure requirements.
Structural Integrity & Asset-Backed Security Each receivable within our portfolio is structured for full legal enforceability, transferability, and performance transparency, meeting the Rule 15, 16, 17 & 18 standards for debt listings. Our internal compliance team maintains a continuous disclosure process, ensuring investors have up-to-date performance reports and independent audit confirmation. This legal robustness reduces counterparty risk, enhances liquidity potential, and provides a secure basis for asset-backed financing, securitization, and collateralized credit facilities. The combination of predictable cash flows and stringent governance enables our assets to serve as a premium-grade instrument for both institutional investors and private capital markets seeking yield enhancement without compromising on regulatory protection.
Strategic Investor PropositionBy participating in this opportunity, investors gain exposure to a diversified, regulated, and performance-verified receivables portfolio anchored in multiple top-tier jurisdictions: the United States, United Arab Emirates, and United Kingdom. Our platform is designed to bridge capital from global markets into high-quality, compliant assets, delivering both income stability and capital appreciation potential. Strategic allocation into these receivables can complement traditional fixed-income investments, offering an inflation-resilient yield supported by real economic activity. Beyond financial returns, investors benefit from our multi-jurisdictional structuring expertise, which optimizes tax efficiency, regulatory compliance, and cross-border asset protection. In an era of heightened regulatory scrutiny and market volatility, our model offers a rare balance of profitability, transparency, and legal certainty—making it an ideal component in any sophisticated investment strategy
Intellectual Property (IP) Assets:
Valued at USD $650,000,000,000.00 (six hundred fifty billion U.S. dollars).
These assets are the foundation of our ATARAXIUM and IPSA SCIENTIA Security Tokens, designed to optimize financial growth and stability for your business.
B. Total Asset Valuation
The total value of the IP assets backing our security tokens is USD 506,490,000,000 (Five Hundred Six Billion, Four Hundred Ninety Million Dollars). This comprehensive valuation represents the substantial assets underpinning the tokenization process, ensuring long-term growth and protection for investors.
C. Legal & Financial Security
Our tokenization framework is fully compliant with relevant securities regulations, ensuring that every aspect of the investment process is legally secure. You can have peace of mind knowing that your investment is backed by a legally sound, transparent, and regulated digital framework.
Full Compliance with Securities Regulations
Investor Protection & Transparency
Multiple Initial Series for Diversified Investment Tranches
Legal Certification Statement
As Chief Executive Officer, Principal Shareholder, and Ultimate Beneficial Owner (UBO) of ZAMBELLI INTERNATIONAL CONSULTING LLC, I hereby formally certify that I have received from ,Certified Public Accountant in United States, the audited financial statements of ZAMBELLI INTERNATIONAL CONSULTING LLC corresponding to the period from May 3, 2024, to July 1 , 2025. These audited reports include the verification and certification of the following core financial documents: the Balance Sheet, Income Statement, Cash Flow Statement, and Notes to the Financial Statements, specifically covering the fiscal period from May, 2024, to September , 2025.
The audit was conducted in strict accordance with Generally Accepted Auditing Standards (GAAS) and in compliance with the professional regulations and ethical standards issued by the American Institute of Certified Public Accountants (AICPA). The audit report also complies with the applicable financial reporting frameworks and standards required for submission to regulatory authorities, including the Securities and Exchange Commission (SEC), institutional investors, and international financial institutions for the purpose of securing asset-backed financing and validating the legitimacy of our accounts receivable.
This certification is issued as part of the company’s legal, financial, and compliance documentation and shall be incorporated into the official legal, economic, and financial report to be presented in support of our funding application.
Target Audience:
Investors (Accredited and Non-Accredited):
Both accredited and non-accredited investors looking for secure and lucrative investment opportunities backed by tangible assets will find great value in our offerings. The ATARAXIUM and IPSA SCIENTIA Security Tokens represent a unique opportunity to diversify investment portfolios with assets that have intrinsic value and are positioned for significant returns.
Legal Mention and Regulatory Compliance Statement
ZAMBELLI INTERNATIONAL CONSULTING LLC
ATARAXIUM & IPSA SCIENTIA Security Token Offering (STO)
ZAMBELLI INTERNATIONAL CONSULTING LLC (the “Issuer”), in collaboration with WISE UNIVERSAL GROUP Holding Company (the “Co-Manager”), hereby announces the proposed issuance and distribution of two classes of digital security tokens, known as ATARAXIUM and IPSA SCIENTIA (collectively, the “Tokens”), as part of a Security Token Offering (“STO”).
This STO is structured to comply with applicable U.S. federal securities laws, specifically the Securities Act of 1933, as amended (the “Securities Act”), and the associated regulatory exemptions listed below:
1. Offering Framework
The issuance and sale of the Tokens will be conducted pursuant to one or more exemptions from registration under the Securities Act, including but not limited to:
Regulation A+ (Tier 2): For offerings up to $75 million in a 12-month period, subject to SEC qualification and ongoing disclosure obligations.
Regulation D, Rule 506(c): Permits general solicitation and advertising, provided that all purchasers are verified as Accredited Investors in accordance with SEC guidelines.
Regulation Crowdfunding (Reg CF): Allows retail investor participation subject to investment caps and intermediary requirements, with an offering limit of $5 million within 12 months.
2. Investor Eligibility
Participation in the offering will be limited to investors meeting the specific requirements of each exemption:
Under Reg D Rule 506(c), all investors must undergo third-party accreditation verification to confirm Accredited Investor status as defined in Rule 501 of Regulation D.
Under Reg A+, both Accredited and non-accredited investors may participate, subject to investment limits for non-accredited individuals.
Under Reg CF, retail investors will be subject to income- and net-worth-based investment thresholds and limits as determined by the SEC.
3. General Solicitation & Marketing
The Issuer is authorized under Regulation D Rule 506(c) and Reg A+ Tier 2 to engage in general solicitation and public marketing of the Token Offering, provided that all compliance obligations are satisfied and investor eligibility is properly documented.
4. Transfer Restrictions & Token Characteristics
The Tokens are digital securities recorded on a compliant blockchain platform. These securities may be subject to restrictions on transferability pursuant to applicable securities laws and smart contract protocols. Any secondary trading of Tokens will only occur through registered Alternative Trading Systems (ATS) or other SEC-compliant platforms, and only in accordance with the lock-up or holding periods stipulated under the relevant exemption (e.g., Rule 144 under Reg D).
1. Compliance with U.S. Federal and State Securities Laws
The issuance and distribution of the security tokens known as ATARAXIUM and IPSA SCIENTIA (collectively, the “Tokens”) by ZAMBELLI INTERNATIONAL CONSULTING LLC, acting in its capacity as the Issuer, and in coordination with WISE UNIVERSAL GROUP Holding Company as co-manager, shall strictly adhere to the requirements set forth in the Securities Act of 1933, as amended (the “Securities Act”), and specifically under the exemption provisions codified in Regulation D, Rule 506(c), which permits general solicitation provided that all purchasers are verified to be Accredited Investors.
All investors participating in this Offering shall be required to undergo verification procedures, including submission of third-party certifications, financial documentation, or other accepted evidence of accredited investor status as prescribed under Rule 501(a).
This offering is exempt from registration pursuant to Rule 506(c) and, therefore, is not subject to SEC registration requirements but must comply with applicable filing obligations, including the filing of Form D with the U.S. Securities and Exchange Commission.
This Offering Memorandum (the “OM”) is being furnished solely for informational purposes to a unlimited number of accredited investors and and/or as Qualified Institutional Buyers (QIBs) under Rule 144A, for the sole purpose of evaluating a potential investment in Security Tokens issued by Zambelli International Consulting LLC (the “Issuer”). This document does not constitute and shall not be construed as a prospectus, a public offering, or a general solicitation under the securities laws of any jurisdiction.
This OM is not intended as an offer to sell or the solicitation of an offer to purchase any securities in any jurisdiction where such offer or sale would be unlawful, unauthorized, or otherwise prohibited. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”) Regulation D, Rule 506(c) or under the securities laws of any state of the United States or any other jurisdiction. These securities are being offered in reliance on exemptions from registration, including Regulation D and/or Regulation S, as applicable.
Investor Eligibility This Offering is directed exclusively to investors who meet the definition of an "accredited investor" as set forth in Rule 501(a) of Regulation D under the Securities Act of 1933, or as defined under the applicable laws of the jurisdiction in which they reside. The Securities Act, through Regulation D, provides various exemptions from registration requirements, allowing companies to offer and sell their securities without having to register the offering with the Securities and Exchange Commission (SEC).
Specifically, the exemptions under the following rules apply to this offering: Exemptions under Regulation D
• Rule 506(c): Companies may raise an unlimited amount of capital solely from verified accredited investors, with the ability to broadly solicit and advertise the offering.
• Rule 506(b): Companies may raise an unlimited amount of capital from an unlimited number of accredited investors and up to 35 other sophisticated investors. However, general solicitation or advertising is prohibited for marketing the securities.
Additionally, this offering is subject to resale restrictions on the shares, including the one (1) year resale restriction under Rule 506(c) of Regulation D under the Securities Act of 1933. Specifically, under Rule 506(c), securities sold to accredited investors are restricted from being resold or transferred for a period of one (1) year from the date of purchase, except in certain circumstances defined by applicable securities laws. This restriction is intended to ensure that the securities are not traded in a manner inconsistent with the private offering exemption provided under Regulation D.
Furthermore, the resale of these securities is subject to compliance with the requirements set forth by the SEC, including compliance with the applicable registration provisions, unless another exemption from registration applies. Investors should be aware that the resale restrictions also apply in accordance with the relevant laws of the jurisdiction in which they reside. This means that, depending on the investor's location, additional local or international regulations may apply, and the investor must ensure that they comply with these laws before attempting to resell or transfer the securities.
By accepting this Offering Memorandum (OM), each prospective investor acknowledges and affirms that they meet the qualifications of an accredited investor as defined under Rule 501(a) of Regulation D, and further represents and warrants that they are eligible to invest in the securities being offered in full accordance with the applicable securities laws. Each investor agrees to provide the necessary documentation to verify their accredited status and eligibility to invest, as required by the issuer.
Moreover, each investor understands and accepts that the company will not be liable for any issues arising from an investor’s failure to comply with the eligibility criteria or the resale restrictions. These securities are being offered in reliance upon certain exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”), including, without limitation, Regulation D and/or Regulation S, as applicable. Regulation D provides exemptions for offerings made solely to accredited investors (and in some cases, a limited number of sophisticated investors), while Regulation S provides a safe harbor for offers and sales of securities made outside the United States to non-U.S. persons, in compliance with the applicable offshore offering restrictions. As such, these securities have not been and will not be registered under the Securities Act or the securities laws of any state or other jurisdiction, and may not be offered, sold, pledged, or otherwise transferred in the United States or to U.S. persons, unless pursuant to an effective registration statement or a valid exemption from registration.
2. Cross-Border and International Securities Law Compliance
For jurisdictions outside the United States, the offering will be conducted in compliance with applicable foreign securities laws, including reliance upon Regulation S for offerings made to non-U.S. persons.
This Offering Memorandum (the “OM”) is intended solely for use by a select group of sophisticated parties, including Accredited Investors as defined under U.S. law and Qualified Institutional Buyers (“QIBs”) under Rule 144A, for the exclusive purpose of evaluating a potential investment in the Tokens.
This OM does not constitute a public offering, general solicitation, or advertisement of any securities within the meaning of any securities regulation in any jurisdiction.
The Tokens have not been, and will not be, registered under the laws of any foreign jurisdiction. The Issuer shall ensure that all cross-border sales comply with applicable “private placement” or “restricted offer” regimes in those jurisdictions.
3. Return on Investment (ROI)
Overview The ROI (Return on Investment) for the tokenized assets under the plan is projected to be between 7.25% and 8.75% annually, depending on the performance of the underlying assets backing the tokens. This projected ROI is based on a number of key factors that influence the performance of the investment: 1. Performance of the Underlying Assets The Issuer’s total asset portfolio, valued at USD 506.49 billion, includes a diversified mix of public and private debts, commodities, intellectual property (IP) assets, and financial instruments.
The diversification of these assets plays a key role in providing stability and growth potential:
• Public Debt: Sovereign bonds with relatively low risk and steady interest payments.
• Private Debt: Debt instruments that typically offer higher returns but come with additional risk.
• Commodities: Assets such as gold, oil, lithium, and agricultural products, which can benefit from price appreciation due to supply and demand
• Intellectual Property Assets: Innovations, patents, and IP assets that can provide lucrative royalties and capital appreciation. This well-rounded portfolio is structured to provide both steady income and capital gains, allowing for a balanced approach to risk and return.
Dividends and Profit Distributions Holders of ATARAXIUM and IPSA SCIENTIA Tokens will be entitled to periodic dividends and profits derived from the performance of the underlying assets. These financial distributions are based on: • Interest payments from sovereign and private debt.
• Capital gains generated from the appreciation of commodities, IP assets, and other securities.
• Revenue generated from operational assets and equity stakes in high-growth sectors. The frequency and amount of these distributions will vary depending on the overall performance of the portfolio but will generally be distributed quarterly or annually to token holders.
Private Placement Memorandum (PPM) Notice
ZAMBELLI INTERNATIONAL CONSULTING LLCATARAXIUM & IPSA SCIENTIA Security Token Offering (STO)
Confidential PPM Access
The full Private Placement Memorandum (“PPM”), containing detailed disclosures about the ATARAXIUM and IPSA SCIENTIA Security Token Offering, will be made available only upon execution of a Non-Disclosure Agreement (NDA). The PPM will include:
Detailed information about ZAMBELLI INTERNATIONAL CONSULTING LLC (the “Issuer”)
Token structure, rights, restrictions, and distribution mechanics
Risk factors associated with token investments
Financial and operational projections
Regulatory and legal disclosures
Investor Subscription Agreement
Use of proceeds
Governance and reporting standards
Investor Agreement & Form D Filing
All participating investors will be required to execute a formal Investor Subscription Agreement outlining:
Investment amount
Token allocation
Acknowledgement of applicable securities law exemptions
Verification of Accredited Investor status (where required)
Upon securing minimum investment commitments, ZAMBELLI INTERNATIONAL CONSULTING LLC will file Form D with the U.S. Securities and Exchange Commission (SEC) in accordance with Regulation D, Rule 506(c). This filing will disclose essential offering details, including total raised capital and types of investors.
Foreign Regulatory Licenses and Infrastructure Compliance
ZAMBELLI INTERNATIONAL CONSULTING LLC utilizes blockchain infrastructure platforms and custodial service providers that are fully licensed and regulated in key global jurisdictions, including:
United Kingdom — Platforms and services are aligned with Financial Conduct Authority (FCA) regulatory requirements.
European Union — Infrastructure partners comply with European Securities and Markets Authority (ESMA) guidelines and MiFID II standards.
United Arab Emirates (UAE) — Operations involving virtual assets are conducted in coordination with entities regulated by the Virtual Assets Regulatory Authority (VARA) in Dubai.
These partnerships ensure cross-border compliance, investor protection, and institutional-grade standards for the issuance, custody, and secondary trading of the Tokens.
Important Legal Notice
This communication is intended for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any securities. No Token or digital asset shall be sold or distributed in any jurisdiction without full compliance with local securities laws and exemptions. All offerings are subject to the availability of the PPM, completion of due diligence, and execution of definitive agreements.
4. Unparalleled Investment Opportunity:
Introducing ATARAXIUM & IPSA SCIENTIA Security Tokens – two groundbreaking, legally-compliant security tokens that merge the best of traditional investment assets with the future of finance, blockchain technology. These tokens represent a unique fusion of security, transparency, and growth potential that will appeal to both seasoned investors and newcomers to the world of digital finance.
5. Asset-Backed Security Tokens:
These security tokens are backed by substantial tangible assets, including precious metals like gold and silver, rare minerals like lithium, financial instruments, receivable accounts, and intellectual property. These hard assets provide a solid foundation for the tokens, offering a level of security that’s often absent in many digital financial products. This makes the investment not only exciting but also relatively secure, even in volatile market conditions.
6. Massive Financing Potential:
The ATARAXIUM and IPSA SCIENTIA tokens provide an opportunity to unlock up to USD 20 billion in financing, paving the way for the realization of large-scale projects across various sectors. This significant financial backing allows investors and project developers to fund and scale their operations to unprecedented levels. Whether your project is in construction, technology, natural resources, or innovation, these security tokens open the door to substantial funding and business growth.
7. Compliance and Security:
Legal protection and transparency are paramount. Both the ATARAXIUM and IPSA SCIENTIA tokens are fully compliant with international securities regulations, offering legal assurances to investors. With regulatory compliance and a robust blockchain infrastructure, these tokens ensure complete transparency, making them a trusted and secure option for both investors and project developers. Our commitment to protecting the interests of our investors further enhances the appeal of these offerings.
8. We have expanded the scope of our fundraising initiative to ensure full compliance with the regulatory framework of the U.S. Securities and Exchange Commission (SEC). Specifically, our fundraising operations are structured under the following regulations:
Regulation A+: Allowing for general solicitation and the offering of securities to both accredited and non-accredited investors, with two tiers of capital raise thresholds, subject to SEC qualification and ongoing reporting obligations;
Regulation Crowdfunding (Regulation CF): Enabling the offering of securities to the public through SEC-registered intermediaries (portals or broker-dealers), subject to defined limits and investor protections;
Regulation D – Rules 506(a) and 506(b): Governing private placements to accredited investors, with Rule 506(b) allowing for a limited number of non-accredited investors (with no general solicitation), and Rule 506(c) permitting general solicitation provided investor accreditation is verified;
Regulation S: Applicable to offerings made to non-U.S. persons outside the United States, ensuring exemption from SEC registration, provided the transaction satisfies the “offshore transaction” and “no directed selling efforts” requirements;
Rule 144A: Facilitating resale of securities to Qualified Institutional Buyers (QIBs), enhancing liquidity for privately placed securities in the secondary market.
All related filings and disclosures are processed and maintained through the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system to ensure transparency, public access, and regulatory compliance.
Blockchain Technology for Flexibility and Growth:
Leveraging blockchain technology, these tokens are designed to offer the flexibility of digital finance while maintaining the security and tangible backing of traditional assets. Investors can easily track, transfer, and manage their holdings while benefiting from the potential of blockchain’s decentralized and transparent nature. For businesses and developers, tokenized financing ensures more efficient and dynamic capital raising processes.
9. Endless Project Opportunities:
Whether you're developing the next breakthrough technology, scaling a renewable energy venture, or expanding a high-potential infrastructure project, the financing power of ATARAXIUM and IPSA SCIENTIA tokens enables you to bring your vision to life. These tokens represent more than just investment vehicles—they’re gateways to bringing innovative projects into reality.
10. Issuer Information
Issuer Legal Name: ZAMBELLI INTERNATIONAL CONSULTING LLC
Jurisdiction of Incorporation: Delaware, United States
State Registration Number: 3592130
Date of Formation: May 3 , 2024
Employer Identification Number (EIN): 61 -2191037
BOIR ID (FinCEN Registration): 50000002396221
CIK ( PRIVATE ):------------
Principal Executive Office of Issuer:
ZAMBELLI INTERNATIONAL CONSULTING LLC - Registered Agent: • Name: Counsel & BA (PLS) José Zambelli • Address: 16192 Coastal Highway Lewes, Sussex County, Delaware 19958 United States
- Offering Information
• Type of Offering: Security Token Offering (STO)
• Title of Offering: Tokenized Receivables & Intellectual Property Security Tokens (ATARAXIUM & IPSA SCIENTIA)
• Security Type: Digital Security Tokens issued under Regulation D (Rule 506(c))
• Asset Backing: o ATARAXIUM: Receivables Accounts (AR) derived from sovereign and institutional portfolios o IPSA SCIENTIA: Registered Intellectual Property (IP) and hybrid financial instruments
• Exemption Claimed: Regulation D, Rule 506(c) • Type of Purchasers: Accredited Investors and Qualified Institutional Buyers
• Verification Method: Accredited investor status to be verified via third-party certification, financial documentation, or other SEC-compliant methods in accordance with Rule 506(c).
• Offering Start Date: On Demand
• Offering End Date: Indefinite
• Total Offering Amount , Token Issuance and Valuation Pursuant to this review, we propose to issue two distinct series of security tokens:
ATARAXIUM Tokens
Aggregate Asset Base: (USD 154,249,014,332.10(One hundred fifty-four billion, two hundred forty-nine million, fourteen thousand, three hundred thirty-two dollars and ten cents)),
Number of Tokens: 10.000 (Ten Thousands )
Notional Value per Token: USD USD 15,424,901.43 fifteen million, four hundred twenty-four thousand, nine hundred one dollars and forty-three cents . Each token represents an equal fractional ownership of the entire asset base, providing proportional exposure to the audited and certified assets, income streams, and returns generated by ZAMBELLI INTERNATIONAL CONSULTING LLC and WISE UNIVERSAL GROUP Holding Company. divided by 500 equals approximately
IPSA SCIENTIA Tokens (Intellectual Property )
Aggregate Asset Base: USD 650,000,000,000.00 (Six hundred fifty billion U.S. dollars)
Number of Tokens: 700
Notional Value per Token: USD 928,571,428.57 (nine hundred twenty-eight million, five hundred seventy-one thousand, four hundred twenty-eight dollars and fifty-seven cents 57/100 US Dollars ).
IPSA SCIENTIA Tokens – Token Valuation
The aggregate asset base underlying the IPSA SCIENTIA Tokens is USD $650,000,000,000.00 (six hundred fifty billion U.S. dollars). A total of 700 tokens have been issued, giving each token a notional value of approximately USD $928,571,428.57 (nine hundred twenty-eight million, five hundred seventy-one thousand, four hundred twenty-eight dollars and fifty-seven cents). Each token represents an equal fractional ownership of the entire asset base, providing proportional exposure to the intellectual property assets, patents, and proprietary technologies held by ZAMBELLI INTERNATIONAL CONSULTING LLC and WISE UNIVERSAL GROUP Holding Company.
• Minimum Investment Amount: USD $50,000
• Number of Accredited Investors (projected): Unlimited
• Resale Restriction: One (1) year under Rule 144 for securities sold pursuant to Rule 506(c)
Investment & Payment Methods Used by ZAMBELLI INTERNATIONAL CONSULTING LLC
1. Bank Transfers (Wire Transfers)
SWIFT/IBAN for international transactions
ACH (Automated Clearing House) for U.S. domestic operations
SEPA for operations within the European Union
Corresponding banking network across the U.S., Europe, and LATAM
2. Stablecoins & Regulated Crypto Assets
USDC (Circle – OFAC-compliant and FinCEN-registered)
USDT (verified issuances – traceable AML-supported blockchains)
ETH and BTC (accepted under specific onboarding and KYC agreements)
Custody via regulated providers
3. Tokenized Financial Platforms
Payments and settlements via ERC-1400 smart contracts on the PHOENIX platform
Institutional wallet compatibility
4. Institutional Payment Systems
Fedwire (U.S.)
Euroclear and Clearstream for payments tied to sovereign bonds and international financial assets
Zelle and Plaid for onboarding accredited U.S. investors
5. Traditional Methods / Upon Request
Certified bank checks (limited to domestic U.S. operations)
Western Union or MoneyGram transfers (exceptional cases with documentation)
6. Managed Payment Platforms
Stripe (for U.S.-based consulting services via verified business accounts)
Payoneer and Wise (for multi-currency transfers, in compliance with KYC/AML standards)
7. Proprietary Tokens and Incentive Programs
Use of Loyalty and Integration Tokens within internal projects or regulated tokenized funds, with settlement linked to underlying assets as per legal framework
Pre-Transaction Requirements
Prior to the execution of any financial transaction, the following conditions must be met:
Completion of Compliance Documentation
All clients, whether individuals or entities, must submit the required forms, including:
KYC (Know Your Customer)
KYB (Know Your Business)
KYT (Know Your Transaction)
AML (Anti-Money Laundering) questionnaires and supporting documentation.
Execution of a Formal Agreement
A legally binding Service Agreement or Investor/Provider Contract must be signed.
This agreement will:
Define the scope and terms of the relationship
Establish the legal basis for the transaction
Ensure mutual compliance with international financial and regulatory standards.
Only upon verification and approval of these prerequisites will any payment, investment, or token-related operation be authorized through ZAMBELLI INTERNATIONAL CONSULTING LLC’s platforms.
Following the successful completion of this initial series, and contingent upon the capital raised as well as the net proceeds from our investment and fundraising activities, our organization will advance to the design and implementation of our proprietary intellectual property digital platform, PHOENIX.
PHOENIX is being meticulously developed to embody our long-term vision, reinforce our brand identity, and address our evolving operational requirements. The platform will be engineered to ensure dynamic regulatory compliance, enable real-time asset management, and seamlessly integrate cutting-edge financial technologies.
Our objective is for PHOENIX to serve as a foundational tool in managing and scaling investments across multiple high-impact sectors—including Renewable Energy, Real Estate, Agriculture, Health, Science & Research, and Technology & Infrastructure—with a target portfolio exceeding 1 One trillion US Dollars.
We are committed to leveraging this innovative platform to drive sustainable growth, operational excellence, and transformational impact across these vital industries.
Legal & Transactional Authority The Offering is conducted by ZAMBELLI INTERNATIONAL CONSULTING LLC with legal oversight and transactional coordination provided by Counsel & BA (PLS) José Zambelli, in accordance with U.S. federal securities laws, Delaware corporate law, and international cross-border compliance frameworks. o Jurisdiction: Delaware & New York United States , United Kingdom , Canada and Luxembourg
o Website: www.jzambelliconsulting.com
o Email : ceo-director@jzambelliconsulting.com
Tel : +1 (332) 331 8599 (USA) + (44) 7471275766 (UK) +1(778) 819 2072 (CAN)
+ (41) 783 52 72 87 (CH) + 352 333 91134 (LUX) + (33) 783 54 27 01 (FR)
Get Started Today
This is a once-in-a-lifetime opportunity to invest in a future-focused, secure, and high-value financial framework. Whether you are looking to grow your business or diversify your portfolio, ATARAXIUM and IPSA SCIENTIA Security Tokens offer a pathway to financial stability and prosperity.
Contact Us to learn more about how you can get involved and secure your investment with ZAMBELLI INTERNATIONAL CONSULTING LLC and WISE UNIVERSAL GROUP.
Contact Us Today
To learn more about our investment offerings, partnership opportunities, or for detailed investment materials, please reach out to our dedicated Investor Relations Team. We look forward to engaging with you and discussing how we can collaborate to create long-term value and global impact.
Email Contacts:
CEO ,Director & CLO : ceo-director@jzambelliconsulting.com
Investment Management: investmentmanagement@jzambelliconsulting.com
Managing Director: managingdirector@jzambelliconsulting.com
General Inquiries: info@jzambelliconsulting.com
Phone: +1 (332) 331 8599
Website: www.jzambelliconsulting.com
Unlocking Exceptional Returns for Our Stakeholders
As we continue to identify high-potential investment opportunities, we remain focused on delivering exceptional returns for our stakeholders. Our approach is rooted in thorough market analysis, strategic foresight, and a deep understanding of the industries we operate in. We believe that by aligning our investments with the most promising global trends, we can maximize both financial performance and long-term growth.
Zambelli International Consulting LLC is dedicated to providing our investors with consistently strong returns, driven by the value we create in the markets we enter. Whether it’s through our luxury real estate developments, renewable energy projects, or investments in next-generation technologies, we are confident in our ability to generate superior financial outcomes. Our diverse portfolio ensures that we mitigate risk while capitalizing on opportunities for growth, which in turn enhances the value for our stakeholders and partners.
IMPORTANT LEGAL NOTICE
Exclusion of Certain Jurisdictions – Legal, Ethical, and Strategic Restrictions
Since April 21, 2025 ,this proposal, in all its parts—whether in preliminary, summary, or detailed form—expressly excludes any form of participation, distribution, negotiation, or investment by private individuals, institutional investors, corporate entities, or public institutions domiciled in or operating under the jurisdiction of:
The Republic of France
The Swiss Confederation
The Kingdom of Bahrain
The Argentine Republic
For details of how and why we use your personal data, please see our Politics of privacy & Code of Ethics here: https://www.jzambelliconsulting.com/politics-of-privacy
Such exclusions are implemented due to the presence of potential conflicts of interest, matters of ethical incompatibility, and the need to preserve trade secrets, strategic confidentiality, and professional privilege, as well as to comply with local and international regulations related to capital markets, anti-money laundering (AML), insider information, and fiduciary duty.
This legal restriction applies to all current and future offerings, negotiations, or investment vehicles, including but not limited to the issuance and commercialization of:
Security Tokens under the proprietary names ATARAXIUM and IPSA SCIENTIA
Utility Tokens associated with the LOYALTY & INTEGRATION Mutual Funds
Any other tokenized asset, structured product, or regulated financial instrument originating from or linked to the operations of ZAMBELLI INTERNATIONAL CONSULTING LLC (United States)WISE UNIVERSAL GROUP LTD (United Kingdom – Holding Company)
These digital and financial instruments are developed in compliance with the regulatory frameworks of the U.S. Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA), the Financial Crimes Enforcement Network (FinCEN), and the Financial Conduct Authority (FCA) in the United Kingdom, including the applicable provisions under the Crime and Courts Act 2002, the UK Bribery Act 2010, and the regulations of the London Stock Exchange.
Unauthorized access, distribution, or use of this information by any party operating in the above-excluded jurisdictions may constitute a breach of international economic and legal obligations and could be subject to civil, administrative, or criminal liability.
All intellectual property related to these instruments, including their name, structure, valuation methodology, and regulatory positioning, is fully protected and registered under applicable international treaties governing intellectual property and financial innovation.
A Call to Join the Journey of Transformation and Growth
As we continue on our path of strategic transformation, we invite you to join us in this exciting journey. Together, we can continue to shape the future of global business and investment by capitalizing on the most promising opportunities across the world. Whether you are an investor looking for the next high-growth opportunity, a company seeking strategic partnerships, or a partner interested in creating lasting value, Zambelli International Consulting LLC offers an unparalleled platform for success.
We believe that the next phase of global business will be defined by bold investments, transformative technologies, and sustainable growth. By aligning with Zambelli International, you are not only joining a company with a proven track record of success but also partnering with a firm that is dedicated to creating meaningful change in the world. Together, we will continue to drive the future of investment, empowering businesses and communities worldwide to thrive and prosper.
Let’s shape the future of global business together, one strategic investment at a time.
Thank you for your continued trust and support.
Sincerely,
The Zambelli International Consulting LLC Team
Confidentiality and Intellectual Property Notice
Note: The contents of this offering are strictly protected and subject to the highest standards of confidentiality. All information, data, analyses, schematics, and related documents are the exclusive property of Zambelli International Consulting LLC and Wise Universal Group Holding Company, and are safeguarded by:
Federal Trade Secret Protections
Governed by the Defend Trade Secrets Act of 2016 (DTSA) and the various state adaptations of the Uniform Trade Secrets Act (UTSA).
Unauthorized disclosure, use, or misappropriation may result in both civil and criminal penalties.
SEC Confidentiality Regulations
Subject to U.S. Securities and Exchange Commission requirements regarding non‑public offering materials and insider information.
Includes, without limitation, SEC rules prohibiting the improper distribution of private placement documentation.
Intellectual Property Rights
All presentation materials, financial models, tokenization frameworks, and associated software are protected by U.S. copyright law, patents, and database rights, as well as applicable international treaties.
Reproduction, distribution, or use for any purpose other than internal evaluation of this offering requires prior written authorization from Zambelli International Consulting LLC.
Permitted Use and Non‑Disclosure
This material is provided solely to expressly authorized recipients on the condition of absolute confidentiality.
Copying, reproducing, distributing, publishing, or disclosing any part of this information for any purpose not explicitly permitted in writing is strictly prohibited.
Violations of these obligations will give rise to legal liability, including claims for damages and, where appropriate, criminal prosecution under applicable laws.
For any questions or requests for disclosure authorization, please contact:
Legal Department
Zambelli International Consulting LLC
Jurisdiction: Delaware & New York United States , United Kingdom , Canada and Luxembourg Website: www.jzambelliconsulting.com
Tel : +1 (332) 331 8599 (USA)
+ (44) 7471275766 (UK)
+ (41) 783 52 72 87 (CH)
+ (33) 783 54 27 01 (FR)
Let Us Shape It Wisely. ................Let Us Innovate Intelligently. ...........Let’s Make It Reality.
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