Two meanings of tokenisation

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"Tokenisation" describes two quite different operations. Most confusion in the field comes from failing to separate them. In the first, the ledger is the register. The token is the asset, in the sense that the legal right exists in and is transferred through the ledger entry, with no other record having priority. A Swiss ledger-based security under Art. 973d ff. CO is the paradigm. In the second, the ledger is a record. The asset exists elsewhere, in a land register, a share register, a depository account or a vault. The token is a representation of it, a receipt, a claim against whoever holds it, or simply a mirror. Most tokenised funds, tokenised real estate and tokenised gold fall in this class.

The distinction decides who owns what when the ledger and the other record disagree, what a transfer of the token transfers, and whether the holder has a property right or a claim. It is the first question the author asks about any "tokenised" product and it is the organising principle of this chapter.

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.

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I am Of Counsel with KGP Legal LLC in Singapore, where I work with a global client base of successful entrepreneurs and their families, independent asset managers, commodity trading houses and other commercial clients. I am a German and Swiss attorney-at-law, also admitted as a solicitor in England & Wales and in Hong Kong. I divide my time between Zug in Switzerland, Singapore and Hong Kong. Since 2017 I have advised international clients on more than 700 crypto and digital asset projects. I also have extensive experience in cross-border litigation and arbitration in Singapore, Hong Kong and other markets in South-East Asia and Greater China.

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