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CLEAN: Collateralized Liquid Environmental Asset Note

A turnkey securitization solution to transform environmental projects into investor-grade financial instruments.

For Project Developers

Eligible Environmental Asset Types and Baseline Eligibility Criteria

The CLEAN Program is designed to support high-integrity environmental assets that deliver measurable, verifiable impact. We work with both new projects and qualified legacy projects that can be retrofitted to meet securitization requirements. Our approach focuses on tangible outcomes, like carbon removal or methane abatement, not theoretical offsets.

CLEAN delivers institutional-grade legitimacy in a simplified structure.
Each issuance includes all core elements: SPV setup, legal documentation, and placement support wrapped into one replicable package.

James C. Row

Managing Partner, ENTORO

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Asset Type	Description
Carbon Removals	Direct air capture, afforestation/reforestation, soil carbon enhancement, blue carbon, biochar, etc.
Carbon Reductions	Methane abatement, energy efficiency, fuel switching, leakage prevention, etc.
Biodiversity Credits	Species habitat restoration, ecological corridor protection, marine ecosystem regeneration.
Water Assets	Watershed restoration, industrial water rights, groundwater recharge, water quality offsets.
Jurisdictional Instruments	National or subnational mitigation outcomes authorized under Article 6.2 frameworks.
Other Environmental Commodities	Nature-based or SDG-linked environmental services with measurable impact and verifiable value.

This table is not exhaustive and is subject to change.

To qualify for securitization under the CLEAN Program, projects must meet a minimum set of legal, technical, and market-readiness standards.

Requirement	Description
Jurisdictional Authorization	Host country Letter of Authorization (LoA) or equivalent governmental endorsement confirming issuance rights.
Enforceable Rights	Legal title or rights assignment must be clear, exclusive, and free from material encumbrances.
Measurable and Additional	Project must demonstrate quantifiable impact and additionality relative to a defensible baseline.
Marketability	Commercial demand or pricing reference must exist; may include LOIs, registry benchmarks, or offtake discussions.
Data and Documentation Readiness	Project design documents, MRV protocols, and relevant impact studies must be available or in active development.

CLEAN prioritizes projects that are real, revenue-generating, and verifiable. If your project meets the above thresholds, or can be brought into alignment, we can help structure and issue it as a tradeable environmental security.

Why Securitization Matters

Securitization transforms complex environmental outcomes into investable financial products, unlocking the scale, credibility, and capital alignment needed to meet global climate goals. By embedding natural capital into a familiar capital markets structure, CLEAN bridges the gap between high-integrity environmental projects and institutional-grade investment demand.

Benefit Area	Description
Enhanced Bankability	Securitization converts impact into a standardized, investor-grade financial product, making it easier to attract institutional capital.
Accelerated Capital Access	Streamlined legal, trustee, and placement infrastructure shortens timelines to funding.
Market Differentiation	Projects issued as securities carry greater legitimacy than traditional carbon offsets, improving buyer confidence.
LoA-Backed Legal Standing	Jurisdictional authorization elevates projects beyond typical VCM standards, unlocking regulatory and investor acceptance.
Fit for Institutional Channels	Standardized format (CUSIP/ISIN, DR structure) enables participation from qualified investors and fund platforms.
Project Finance Optionality	Developers can choose prepay or escrow-based models depending on cash flow needs and risk profile.

What’s Included in the CLEAN Program

Component	Description
SPV Setup	Formation and structuring of a special purpose vehicle (SPV) for environmental asset issuance.
LoA & Structuring Support	Guidance on securing host country authorization and aligning with Paris Agreement frameworks.
Independent Valuation & Project Report	Third-party valuation conducted by Clear Rating to support investor transparency and pricing.
Marketing Materials	Preparation of investor-facing materials such as pitch decks, executive summaries, FAQs, and educational content, co-developed with the issuer.
Offering Document Sample Templates	Standardized templates provided as a reference only. Must be reviewed by issuer’s legal counsel and customized via addendums.
Depositary Receipt Issuance	RDC issues CUSIP/ISIN-tagged depositary receipts, enabling standardized and tradable securities.
Placement Agent Services	Securities marketed and sold through Entoro’s registered broker-dealer to qualified institutional buyers.
Transfer Agent / Trustee	Access to escrow, registrar, or trustee services depending on selected financing model.
Optional Services	Tokenization: Wrap or deliver securities in digital/tokenized form for added flexibility. Insurance: Interface with insurers to structure and secure coverage (political risk, non-delivery, credit enhancement). Webinar: Host and moderate investor/issuer webinar sessions to present the project and educate the market.

Pricing

The CLEAN Program uses a simple and transparent pricing model: a flat rate for the standardized turnkey package. This structure gives issuers predictability and speed, without the uncertainty or legal sprawl common in environmental markets.

If alternative service providers, SPV jurisdictions, or modified legal structures are required, the pricing shifts to reflect the bespoke nature of the engagement. This approach ensures the program remains both competitively priced and operationally scalable, while still allowing room for project-specific flexibility when needed.

‍Exact pricing is provided during onboarding, once the project's structure and scope are confirmed.

CLEAN Program Key Vendors

Vendor	Role
Capturiant	Environmental registry and infrastructure provider for natural capital projects, supporting data integration, onboarding, and asset lifecycle tracking.
Clear Rating	Independent valuation provider supporting transparency, price discovery, and investor confidence.
CSC Global	Trustee and SPV administrator, managing fiduciary oversight, fund flow mechanics, and special purpose vehicle governance.
Entoro Capital	Investment banking advisor overseeing platform design, vendor integration, and capital markets strategy.
Entoro Securities	Registered broker-dealer serving as placement agent for private placements.
Legal Counsel	Legal structuring and documentation support. Firms include Travers Smith, Nelson Mullins, and other specialized counsel.
RDC (Receipts Depository Corporation)	Issuer and record-keeper of depositary receipts; manages DR lifecycle, compliance tracking, and secondary settlement facilitation.

Get Your Project the Structure It Deserves

Impact is only as powerful as its credibility. CLEAN gives you the tools to scale, finance, and deliver. Sign up today to start your onboarding journey.

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This material is intended for information purposes only, and does not constitute investment advice, a recommendation or an offer or solicitation to purchase or sell any securities, funds or strategies to any person in any jurisdiction in which an offer, solicitation, purchase or sale would be unlawful under the securities laws of such jurisdiction. The opinions expressed are as of January 2024 and are subject to change without notice. Reliance upon information in this material is at the sole discretion of the reader.
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‍Investing involves risk, including possible loss of principal. Private placements are exempt from the registration requirements of the Securities Act of 1933 and public disclosure requirements, as long as certain requirements are met and, as such, carry a high degree of risk. Private placements being promoted are illiquid investments, with no guarantee of returns, distributions and/or interest payments, and it is possible to lose some or all of the investment. The Issuer may require more capital in the future to continue growing, with no guarantee that the Issuer will be successful in securing it. There is more information about the risks of private placements on FINRA's website.
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Funds that concentrate investments in specific industries, sectors, markets or asset classes may underperform or be more volatile than other industries, sectors, markets or asset classes and than the general securities market. International investing involves risks, including risks related to foreign currency, limited liquidity, less government regulation and the possibility of substantial volatility due to adverse political, economic or other developments. These risks often are heightened for investments in emerging/ developing markets or in concentrations of single countries.

For additional disclosure information and to view the Firm's Customer Relationship Summary, please visit our disclosure page.

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