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Asset tokenization services

Last Update: 11.05.2026

Gofaizen & Sherle provides comprehensive legal and regulatory services for asset tokenization, including structuring, classification, licensing, and project support throughout the entire lifecycle. We help companies, funds, and asset owners implement tokenization in compliance with legal requirements in more than 50 jurisdictions.

Asset tokenization is becoming one of the key drivers of global financial market development, enabling the conversion of rights to real assets into digital form and facilitating their circulation using blockchain infrastructure. For businesses, this means new ways to raise capital, increase liquidity, and automate corporate processes; for investors, it means access to previously inaccessible asset classes and more flexible investment instruments.

However, the implementation of tokenization involves complex legal and regulatory issues. A digital token does not, in and of itself, create rights to an asset. Its legal validity depends on how the relationships between investors, the issuer, and the underlying asset are structured within the traditional legal system. Incorrect classification of a token or selection of an inappropriate jurisdiction can lead to regulatory risks, restrictions on attracting investors, and the inability to trade the token on secondary markets.

Gofaizen & Sherle provides a full range of legal services for asset tokenization—from preliminary analysis and structuring to licensing, documentation preparation, and post-token issuance support. We help clients create legally sound and regulatory-compliant tokenization models in accordance with the requirements of various jurisdictions and international compliance standards.

Our practice covers the tokenization of real estate, investment funds, debt instruments, and other real-world assets. We ensure the integration of blockchain technologies into existing legal frameworks, enabling companies to leverage the benefits of tokenization without violating financial regulation and corporate law requirements.

What is Asset Tokenization?

Asset tokenization is the process of representing legally enforceable rights to real-world assets on a blockchain using digital tokens. Such tokens reflect ownership rights, debt obligations, or other economic interests while maintaining a connection to traditional legal systems.

Tokenization does not create a new class of assets. It merely converts existing rights into digital form, making them more flexible, divisible, and easier to transfer. Unlike cryptocurrencies, tokenized assets are based on real economic relationships and are regulated by securities, investment, or financial instruments legislation.

What Assets Can Be Tokenized?

Tokenization applies to a wide range of assets, including:

  • real estate and property rights;
  • debt instruments, including bonds and private loans;
  • shares in investment funds;
  • commodities and inventory assets;
  • alternative assets, including art and structured products.

These assets are collectively referred to as real-world assets (RWA), meaning assets that exist outside the blockchain but have legally recognized value.

Benefits of Tokenization

Key benefits of tokenization include operational efficiency, transparency, and the ability to hold fractional shares in assets that are traditionally indivisible.

For asset owners and issuers

Tokenization allows:

  • raise capital from a global pool of investors;
  • divide assets into smaller shares;
  • automate settlements, payouts, and corporate actions;
  • reduce operational and transaction costs.

For investors

Investors gain:

  • access to previously illiquid assets;
  • a transparent and verifiable ownership history;
  • the ability to manage investments more flexibly;
  • faster and more efficient settlements.

Gofaizen & Sherle’s Asset Tokenization Services

Gofaizen & Sherle provides comprehensive support for tokenization projects—from initial analysis to post-launch support. Our services include:

 

Project Evaluation

We analyze:

  • the type and structure of the asset;
  • the legal clarity of ownership rights;
  • the asset’s suitability for tokenization;
  • possible legal restrictions.

Legal structuring

We develop a legal model for the project, including:

  • the creation of an SPV or other ownership structure;
  • allocation of rights among participants;
  • drafting of agreements and corporate documents.

Regulatory classification of tokens

We determine whether a token qualifies as:

  • securities;
  • investment contracts;
  • other types of digital assets;

This classification determines the requirements for licensing, disclosure, and the pool of eligible investors.

Documentation Preparation

We draft and finalize:

  • terms of token issuance;
  • documents for investors;
  • legal opinions and risk disclosures.

Licensing and interaction with regulators

We assist with:

  • selecting the optimal jurisdiction;
  • submitting applications for licenses or registration;
  • communication with regulatory authorities.

Post-launch support

Our services include:

  • support for regulatory compliance;
  • support for secondary token trading;
  • assistance with reporting and corporate actions.

Gofaizen & Sherle supports tokenization projects at every stage of their lifecycle.

How the tokenization process works — a step-by-step model

A typical tokenization project involves several sequential stages:

  • Identification of the asset and verification of ownership rights.
  • Establishment of a legal structure for asset ownership.
  • Classification of the token in accordance with applicable law.
  • Development and issuance of tokens on the selected blockchain infrastructure.
  • Organizing the storage and accounting of tokens and the underlying asset.
  • Attracting investors in compliance with AML and KYC requirements.
  • Managing tokens throughout their entire lifecycle.

This model establishes a legal link between tokens on the blockchain and rights to the asset in the real world.

Regulation of tokenization in different countries

The legal regime for tokenized assets varies significantly by jurisdiction, as most countries lack a separate, universal law on tokenization. Instead, tokens are evaluated based on their economic substance and the rights they grant to the investor. As a result, the same token may be classified as a security, a financial instrument, an investment contract, or another type of digital asset, depending on the chosen structure and the country of issuance.

European Union

In European Union countries, where securities market supervision is coordinated by ESMA, tokenized assets may fall under the scope of MiFID II if they confer rights similar to those of shares, bonds, or fund units. In parallel, the MiCA Regulation governs the circulation of crypto-assets that do not qualify as financial instruments. This means that each project requires an individual legal classification of the token and the selection of an appropriate regulatory regime.

United States

In the U.S., tokenized assets are most often viewed by the Securities and Exchange Commission through the lens of securities law. Regulators apply the Howey Test to determine whether a token constitutes an investment contract. In most cases, the tokenization of equity or debt instruments results in the token being classified as a security and requires registration of the offering or the use of statutory exemptions.

United Kingdom

The UK takes a technology-neutral approach, under which tokens are classified based on their functions and economic rights. The FCA distinguishes between security tokens, e-money tokens, and unregulated tokens, each of which falls under a different regulatory regime.

UAE and the Middle East

In the United Arab Emirates, several parallel regulatory regimes are in place, including the ADGM and DFSA, which have developed their on rules for digital assets and tokenized securities. These jurisdictions are actively positioning themselves as hubs for projects related to blockchain and tokenization.

Singapore and Asia

In Singapore, tokenized assets are regulated under securities and payment services legislation. The regulator, MAS, applies an approach based on the economic substance of the token, similar to European and British practices. In other Asian countries, the legal framework may be more fragmented, requiring additional risk analysis.

Cross-Border Projects

Most tokenization projects are aimed at international investors. This means that the requirements of multiple jurisdictions must be considered simultaneously, including:

  • securities offering rules;
  • restrictions on attracting retail investors;
  • AML and KYC requirements;
  • rules governing the secondary trading of tokens.

Our firm has experience supporting cross-border projects and provides asset tokenization services in all of the aforementioned jurisdictions, ensuring the legal structure is consistent and compliant with applicable regulations in each country.

Risks and Limitations of Tokenization

Despite its significant potential, tokenization is associated with a number of risks:

  • differences in regulation across jurisdictions;
  • dependence of investors’ rights on the reliability of the legal structure;
  • lack of guaranteed liquidity in the secondary market;
  • operational and custodial risks;

A comprehensive legal analysis allows us to minimize these risks and ensure the project’s sustainability.

Why Gofaizen & Sherle

Gofaizen & Sherle is an international law and consulting firm specializing in regulated business models in the fields of digital assets, fintech, and payments.

Our experience includes:

  • supporting over 800 regulated projects;
  • operations in more than 50 jurisdictions;
  • a track record of engaging with financial regulators worldwide;
  • in-depth expertise in licensing, securities, and digital assets.

Who Can Benefit from Our Services

This service is designed for companies and asset owners who view tokenization as a tool for structuring investments, raising capital, or digitally transforming their business models, and who require comprehensive legal support at every stage of the project.

We work with:

  • owners of real estate and other real assets;
  • investment funds and management companies;
  • fintech platforms and token issuers;
  • family offices and institutional investors.

If you are considering asset tokenization, the Gofaizen & Sherle team is ready to conduct a legal assessment, develop a project structure, and ensure compliance with legal requirements at every stage.

Frequently Asked Questions

Are tokens securities?

In many cases, tokens representing ownership or investment rights qualify as securities. The exact classification depends on the project structure and applicable legislation.

Can retail investors be involved?

This depends on the jurisdiction and the type of token. In many countries, access by retail investors requires additional safeguards and disclosure requirements.

How long does tokenization take

Project implementation timelines can range from several months and depend on the complexity of the asset, the chosen jurisdiction, and regulatory requirements.

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Mihhail Sherle
Senior Partner, Head of Legal
Robert Pekin
Consultant
Estonia

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