Tokenization takes an asset that already exists — a fund interest, a bond, real estate, an invoice, an equity stake — and represents it on a distributed ledger. The technology is the easy part. The hard part is that the asset is already governed by securities, fund, property or contract law, and the token has to inherit all of it.
We design the structure so the token is a faithful and legally sound representation of the underlying right: who issues it, who holds the assets, how title passes, what transfer restrictions apply, and who maintains the register.
The work is inherently cross-disciplinary. Securities law, custody, transfer agency, fund structuring and settlement all converge, and getting the tokenisation right means getting the whole chain right, not just the smart contract.
- You intend to tokenize a real-world asset, fund interest or security and need the structure.
- You are unsure how legal ownership and the token relate, or how title transfers.
- Your intended investor base spans jurisdictions with different securities treatment.
- You need a transfer-agent, custodian or issuing structure to support the token.
The token inherits the asset’s law
Tokenizing a security does not make it something else. The securities regime, transfer restrictions and investor-protection rules follow the underlying right onto the ledger.
Title, custody and the register
How legal ownership is held and evidenced — a custodian, a trustee, a transfer agent or the ledger itself — is the structural decision everything else depends on.
Distribution still governs
Who may hold the token, and how it may be transferred, is bounded by the underlying regime. Permissions built into the instrument have to match the legal restrictions.
- Asset and instrument analysis against the applicable securities regime
- Issuance structure, with the issuing entity and the legal form of the token
- Legal ownership, custody and register architecture
- Transfer-restriction and permissions design matched to the underlying rules
- Distribution, exemption and investor-eligibility analysis
- Transfer-agent, custodian and platform selection support
- 01
Analyse the asset
What the underlying right is, what regime governs it, and what that regime requires of any representation — including the token.
- 02
Design the instrument
The legal form of the token, its rights, and how it evidences the interest in the underlying asset.
- 03
Settle ownership and register
Where legal title sits, how it is evidenced, and who maintains the authoritative record.
- 04
Build the transfer rules
Restrictions and permissions aligned to the regime and the investor base, expressed both legally and technically.
- 05
Assemble the chain
Issuing entity, custodian, transfer agent and platform selected and coordinated through to issuance.
Tokenization structure read
A written assessment of the asset, the regime that governs it and the structure the token must inherit.
Issuance programme
Instrument design, ownership architecture, transfer rules and provider selection delivered to issuance.
Provider and register design
A focused engagement on custody, transfer agency and register architecture where the instrument is already defined.
- Projects seeking a structure that represents an asset on-chain while evading the regime that governs it.
- Asset classes with no identifiable legal owner or right to represent — a token cannot create the underlying interest.
No. The token is a representation of an existing interest, and the securities laws that govern that interest continue to apply to its issuance, distribution and transfer. What tokenization changes is the operational layer — settlement, transfer and record-keeping — not the legal character of the asset.
Whichever structure you choose: a custodian holding the asset for token holders, a trustee on their behalf, or the holders directly if the instrument is structured as a beneficial interest. Deciding this deliberately is essential, because it determines the insolvency treatment, the tax analysis and the transfer mechanics.
Yes, and in many cases you must, because the underlying regime imposes investor-eligibility and transfer restrictions. Those requirements get expressed in the legal terms and, where possible, enforced technically through permissioned transfer logic — the two have to match.
If the instrument is a security and the regime requires a register, generally yes — either a licensed transfer agent or an equivalent arrangement. The register is what establishes who holds what, and it is not something that can be improvised from a blockchain explorer.