Tokenization regulation by jurisdiction, 2026
Tokenized securities are legal in all twelve markets below, under the securities law each already has. What changes from one country to the next is the regulator, the exemption a private company raises under, and who it may sell to. The table puts the twelve side by side; each row opens the full guide. Written for the person who has to make the decision, not for a regulator.
- ✓Written for the person making the decision
- ✓Not legal advice
- ✓Each row opens the full guide
Tokenization regulation in twelve jurisdictions, side by side.
The route a private company raises under, not every route there is. Tick up to three rows to set them next to each other. Each row summarises its guide; the guide carries the sources and the detail.
| Jurisdiction | Legal basis | Regulator | Private-company route | Who it reaches | |
|---|---|---|---|---|---|
| United States | Existing securities law; SEC staff statement, 28 Jan 2026 | SEC, FINRA | Reg D 506(c), with Reg S alongside; Reg CF to $5M; Reg A+ to $75M | Accredited investors under 506(c); retail through Reg CF or Reg A+ | |
| European Union | MiFID II and the Prospectus Regulation; MiCA does not cover securities | National authorities, under ESMA guidelines | Prospectus exemptions: under €12M, qualified investors, fewer than 150 per state, €100K tickets; ECSP to €5M | Qualified investors; retail with a prospectus that passports EU-wide | |
| United Kingdom | FSMA specified investments; POATRs since 19 Jan 2026 | FCA; Bank of England for the sandbox | Private placement to professional, high-net-worth and sophisticated investors | Retail through authorised Public Offer Platforms; every promotion clears s21 | |
| Germany | Electronic Securities Act (eWpG), 2021; shares since 1 Nov 2025 | BaFin | EU exemptions, or the €8M small offer with an information sheet | Qualified investors; retail with BaFin-approved disclosure | |
| Switzerland | DLT Act, 2021: ledger-based securities (CO art. 973d) | FINMA | FinSA exemptions: professional clients, under 500 investors, under CHF 8M, CHF 100K tickets | Professional clients; public offers with a FinSA prospectus | |
| Liechtenstein | TVTG (Blockchain Act), 2020, plus the EU Prospectus Regulation | FMA | EU exemptions, or the €8M national threshold | An FMA-approved prospectus passports to all 30 EEA states | |
| Luxembourg | Blockchain Laws I–IV, 2019–2024 | CSSF | EU Prospectus Regulation with the €8M threshold; securitisation compartments | Professional investors; retail with a prospectus | |
| Singapore | SFA and FAA; MAS tokenisation guide, Nov 2025 | MAS | Small offer to S$5M, private placement to 50 persons, or institutional and accredited offers | Accredited and institutional investors | |
| Hong Kong | SFO, applied see-through; SFC circular, Nov 2023 | SFC, HKMA | Placement to professional investors under the CWUMPO safe harbours | Professional investors; retail for SFC-authorised products | |
| United Arab Emirates | VARA ARVA regime (May 2025), DFSA Investment Tokens, FSRA digital securities, federal CMA | VARA, DFSA, FSRA, CMA | Set by the zone: each route is its own licence | Set by the route; mutual recognition is not passporting | |
| British Virgin Islands | FSC token guidance since 2020; SIBA; VASP Act 2022 | FSC | Issuer domicile: private placement to non-BVI investors under their own rules | Whoever the investors’ own rules allow | |
| Cayman Islands | Mutual Funds, Private Funds and VASP Amendment Acts, 24 Mar 2026 | CIMA | A tokenized fund registered with CIMA | Fund investors; US$100K minimum in most open-ended funds |
Eight guides for the steps people ask about most.
Each one is a short, sourced walk through a single step.
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The tokenization timeline
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The 12 questions that sort the tokenization market
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What if the platform disappears?
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The regulatory changelog
Tokenization rules moved faster in the last twelve months than in the previous five years. This is the dated log – updated quarterly, newest first…
Reading tells you the rules. A score tells you where you stand.
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Book a callWhere the rules and standards are written.
- Regulation (EU) 2023/1114, Markets in Crypto-Assets (MiCA)
- Regulation (EU) 2017/1129, the Prospectus Regulation
- Regulation (EU) 2022/858, the DLT Pilot Regime
- ESMA: Markets in Crypto-Assets Regulation (MiCA)
- 17 CFR Part 230: Regulations D, S and A (US Securities Act rules)
- 17 CFR Part 227: Regulation Crowdfunding
Updated 3 October 2026