Tokenization in Switzerland

Switzerland didn't adapt old law to tokens – it wrote tokens into the law. Since 2021, a Swiss company can issue shares that exist natively on a ledger, with the same legal force as paper, and trade them on FINMA-licensed DLT venues. It is the cleanest legal basis for tokenized equity in the world.

Spatial render: layered translucent plates stacked over an outline of Switzerland

The short version

Under the DLT Act, Swiss companies issue ledger-based securities (Registerwertrechte, CO art. 973d ff.): natively digital shares whose transfer happens on the ledger itself, no bank or CSD required – the company amends its articles of association and designates the securities ledger. FINMA treats asset tokens as securities; a public offer needs a FinSA prospectus unless exempt (professional clients only, fewer than 500 investors, under CHF 8M over 12 months, or CHF 100K tickets). Licensed infrastructure exists – FINMA approved BX Digital as the first DLT trading facility in March 2025, alongside SIX's SDX – and the CMTA's tokenization standards (CMTAT) now interoperate with ERC-7943, the standard Stobox is a backer of.

The framework

Legal status

Best-in-class. The DLT Act (2021) created ledger-based securities: rights registered in a qualifying securities ledger, transferred by ledger entry with full legal effect. The token is not a wrapper – it is the security.

Issuing tokenized shares

An AG/GmbH amends its articles to authorize ledger-based shares, adopts registration terms, and designates a ledger meeting the four statutory requirements (holder control, integrity, transparency, minimum content). CMTA publishes the reference standard for doing this properly.

FINMA taxonomy

Payment / utility / asset tokens (2018 guidelines). Asset tokens = securities: FinSA disclosure and FinMIA infrastructure rules apply.

Prospectus duty

FinSA art. 35: public offers need a prospectus, with the exemptions listed below. Reviewing body approval, standardized content.

Trading venues

FINMA licensed BX Digital (Boerse Stuttgart group) as the first DLT trading facility in March 2025 – multilateral trading of DLT securities with smart-contract settlement; SIX's SDX (exchange + CSD licenses) merged into SIX SIS in May 2026 with CHF 2B+ digital securities issued for institutions.

Standards

CMTA's CMTAT is the Swiss reference token standard for tokenized shares – and since May 2026 its Solidity implementation supports ERC-7943 (uRWA), aligning the Swiss standard with the Ethereum RWA standard Stobox is a backer of.

Shareholder mechanics

Token transfer moves ownership; exercising shareholder rights (votes, dividends) still requires entry in the company's share register – transfer restrictions and approval gates can be enforced on-chain.

AML

AMLA duties apply to financial intermediaries; VASP-type activity requires SRO affiliation or FINMA licensing; travel rule from CHF 1,000; the LETA beneficial-ownership register arrives 1 October 2026.

The exemption menu

Professional clients only	Offers addressed solely to professional clients need no prospectus.
Under 500 investors	Offers to fewer than 500 investors are exempt.
Under CHF 8M	Offers totaling less than CHF 8M over 12 months are exempt – the SME workhorse.
CHF 100K tickets	Minimum CHF 100,000 per investor (or per-unit denomination) exempts the offer.

For foreign issuers

Foreign issuers offering into Switzerland fall under FinSA the same as locals – the exemptions are the practical route.
A Swiss SPV (AG from CHF 100K capital, GmbH from CHF 20K; 1–4 weeks to incorporate) is the standard vehicle for issuing Swiss-law ledger-based securities.
Switzerland pairs naturally with an EU or US tranche: the CHF 8M / professional-client exemptions mirror the EU's structure.

Still in flux (July 10, 2026)

Secondary-market volumes on the new DLT venues (BX Digital live Q4 2025; SDX consolidation May 2026) are not yet public – infrastructure is ahead of liquidity.
LETA beneficial-ownership register (from Oct 2026) adds new transparency duties; final implementation guidance is still landing.
Broad AG-share tokenization is early: the CMTA certification register lists a handful of companies – a lead adopter's market, not a crowded one.

Questions this raises

Answered plainly.

What makes Switzerland different for tokenized shares?

The token is the security, by statute. The DLT Act's ledger-based securities (CO art. 973d ff.) let a Swiss company issue natively digital shares transferred by ledger entry with full legal effect – no depository, no wrapper structure. Most jurisdictions tokenize a record of the security; Switzerland tokenized the security itself.

Do I need a prospectus for a Swiss offering?

Only for non-exempt public offers. The FinSA exemptions cover most private-company raises: professional clients only, fewer than 500 investors, under CHF 8M over 12 months, or CHF 100,000 minimum tickets.

Where do Swiss tokenized securities trade?

On FINMA-licensed DLT infrastructure: BX Digital became the first licensed DLT trading facility in March 2025 (Ethereum-based, settlement integrated with Swiss interbank clearing), and SIX's SDX – now merged into SIX SIS – has issued over CHF 2B in digital securities for institutions including UBS and the World Bank.

How do CMTAT and ERC-7943 relate?

CMTAT is the Swiss (CMTA) reference standard for tokenized securities; ERC-7943 (uRWA) is the Ethereum-wide standard for permissioned RWA tokens finalized in 2026. Since May 2026 CMTAT's Solidity implementation supports ERC-7943 – meaning a Swiss-standard token and a Stobox Compass token speak the same compliance interface. More jurisdictions: 🇺🇸 United States · 🇪🇺 European Union · 🇬🇧 United Kingdom · 🇦🇪 United Arab Emirates · 🇩🇪 Germany · 🇱🇮 Liechtenstein · 🇸🇬 Singapore · 🇭🇰 Hong Kong · 🇻🇬 British Virgin Islands · 🇰🇾 Cayman Islands · 🇱🇺 Luxembourg · compare the US exemptions · how tokenization works

Sources