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Tokenised securities

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Tokenised bonds have been the most active segment in both hubs. In Switzerland, the Canton of Basel-Stadt, the City of Lugano, the City of St Gallen, UBS and the World Bank have all issued digital bonds on SDX, settled them in wholesale CBDC under Project Helvetia and in some cases dually listed them on SIX. These bonds are issued as ledger-based securities, so that the SDX ledger is the register, and are governed by Swiss law. They are the clearest real-world demonstration of the first model.1 In Singapore, tokenised bonds have been issued through Marketnode, ADDX and the banks' Project Guardian pilots, with the legal title held by a depository and the token representing an interest in a global note or a depository account. The Singapore issuances are digital twins and are governed by the ordinary SFA regime for debentures.

Tokenised fund units have followed the same pattern. In Switzerland, a fund under the Collective Investment Schemes Act may issue its units as ledger-based securities if its fund contract so provides, and several asset managers have done so for qualified-investor funds. In Singapore, Franklin Templeton, UBS Asset Management and others have launched tokenised money-market funds under Project Guardian in which the token represents units recorded in the fund's register by the registrar, with the token transfer triggering a register update through an off-chain reconciliation. MAS's Project Guardian framework documents treat the register as authoritative and the token as a transfer instruction.2

FeatureSwiss ledger-based securitySingapore tokenised security
Statutory basisArt. 973d ff. CONone specific; SFA and Companies Act apply to the underlying
RegisterThe ledger itselfCompany register, depository or fund registrar
Transfer of the rightBy ledger entry (Art. 973f CO)By instrument of transfer or depository book entry; token is an instruction or representation
Good-faith acquisitionProtected by Art. 973f para. 3 COGoverned by general law; token acquirer takes what transferor could give
PledgeBy ledger entry (Art. 973g CO)Over the beneficial interest; requires notice to trustee or depository
Holder's position in intermediary insolvencyDirect holder; no intermediary riskBeneficiary under trust if properly constituted; otherwise creditor
Governing law of the rightSwiss law by registration agreementSingapore law or as chosen for the underlying

Notes

  1. SDX and SNB publications on Helvetia Phase III settlement of digital bond issuances since December 2023; the issuer list and terms are recorded in Part E, Chapter XI. ↩
  2. MAS, Project Guardian: Enabling Open and Interoperable Networks, June 2023, and the Guardian Fixed Income Framework and Guardian Funds Framework, November 2024. Part K, Chapter VII. ↩

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of October 2026.

Setting up or expanding in Singapore?

SingaporeIQ is edited by Dr Alexander Ressos, an international business lawyer with more than 15 years of local experience in Singapore as a permanent resident, a Singapore registered foreign lawyer and managing partner of a Singapore foreign law practice. In addition to significant experience in cross-border investments and transactions, UHNWI private client work and sanctions/export controls, Dr Ressos has extensive experience in cross-border business and in crypto and digital-asset projects in Singapore, drawn from more than 700 projects since 2017.

If you are planning a company incorporation, an investment, a holding structure or a market entry through Singapore, you can reach Dr Ressos directly at [email protected]. Singapore law advice is provided by KGP Legal LLC, a licensed firm of Singapore advocates and solicitors. Dr Ressos and his team facilitate the full range of Singapore legal, compliance and company administration services, including company incorporation, corporate transactions, commercial contracts, crypto and digital assets, financial regulatory work and dispute resolution, including litigation in the Singapore courts. For Hong Kong, our parallel site HongkongIQ.com offers the same practical guidance. For crypto and digital assets, dltreg.com covers legal, tax and fiduciary services. For legal, tax and fiduciary services in Switzerland, see helveticaregister.com.