Regarding your second, incorrect, post we have been told by our accountants that the Howey Test has been passed. I'm not an accountant, maybe you are and know more than they do?
I am incorrect because your accountant told you that promising investors a 5% annual dividend of company revenue does not classify itself as a security? For your own legal sake, you should educate yourself and find a second opinion. This is Securities & Exchange 101. The team should be consulting securities attorneys, not their accountants.