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Asset tokenization in Andorra

We build the platform to tokenize debt, shares and revenue rights in Andorra: investor onboarding, ERC-3643 tokens and a connection to the shareholder register, coordinated with the law firm that structures the issuance under Law 24/2022 or financial regulation.

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Blockchain development in Andorra: dotted globe with the country marked by its flag

They trust Metlabs to tokenize their assets

Didit - Metlabs client
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Cox Energy - Metlabs client
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Divend - Metlabs client
Onyze - Metlabs client
Ursus-3 Capital - Metlabs client
Tokenizante - Metlabs client
Gofaizen & Sherle - Metlabs client
LAOLA Surf Camp - Metlabs client
CertiK - Metlabs client
Briga - Metlabs client
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ECIJA Abogados - Metlabs client
TOK4REAL - Metlabs client
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Astria Capital - Metlabs client
Catenon - Metlabs client
Arborem - Metlabs client
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Comunidad Solar - Metlabs client
Synergyland - Metlabs client
Didit - Metlabs client
Cool Farming - Metlabs client
Criptorent - Metlabs client
DDC Developments - Metlabs client
Stripe - Metlabs client
Cox Energy - Metlabs client
Bridge - Metlabs client
Casa de Outeiro - Metlabs client
Divend - Metlabs client
Onyze - Metlabs client
Ursus-3 Capital - Metlabs client
Tokenizante - Metlabs client
Gofaizen & Sherle - Metlabs client
LAOLA Surf Camp - Metlabs client
CertiK - Metlabs client
Briga - Metlabs client
Hacken - Metlabs client
Sanmortech - Metlabs client
ECIJA Abogados - Metlabs client
TOK4REAL - Metlabs client
Brickeny - Metlabs client
IDC Valores - Metlabs client
SoulBit - Metlabs client
byTask - Metlabs client
Humantial - Metlabs client
ATH21 - Metlabs client
Astria Capital - Metlabs client
Catenon - Metlabs client
Arborem - Metlabs client
Padel Sport Club - Metlabs client
NET2FLY - Metlabs client
The White Capital - Metlabs client
SHAMUSIC - Metlabs client
Slide.fun - Metlabs client
Sumsub - Metlabs client
Unodeuno - Metlabs client
Comunidad Solar - Metlabs client
Synergyland - Metlabs client
Why Andorra

Why tokenize assets in Andorra?

Andorra has had its own digital asset law since 2022, and the AFA has already authorized five entities to hold digital assets in custody and handle orders. That law leaves financial instruments out: bonds and shares follow financial and company law. Where it fully applies is to tokens that are not securities, such as a revenue right that does not amount to a financial instrument.

5

entities authorized by the AFA as participants in the digital representation of assets

AFA · Oct 12, 2026

€2M

amount per issuance up to which a digital asset needs no AFA authorization, though it must be registered

Law 24/2022, art. 4

€8M

maximum per issuance over 12 months in a public offer open to retail investors, capped at 150 of them

Law 24/2022, art. 4
What gets tokenized

Debt, equity and revenue: what gets tokenized in Andorra

Almost every tokenized issuance represents one of these three rights against the issuer. In Andorra, the right also decides whether the issuance falls under Law 24/2022 on digital assets or under financial regulation, and which register governs the token.

RightDebtEquityRevenue
What is issuedBonds and notesShares and holdingsRevenue rights
The investor receivesThe investor lends to the issuer and receives interest and, at maturity, the principal.The investor joins the share capital: dividends, voting rights and a share of any sale or liquidation.The investor receives a share of the income from an asset: rents, energy sold, sales or royalties.
The token enforces
  • Coupon and payment schedule
  • Maturity and redemption
  • Verified investors only
  • Dividend distribution
  • Voting rights
  • Transfer restrictions
  • Percentage and calculation base
  • Distribution frequency
  • Term and buyback
IssuerAndorran companyS.A. or S.L.Registered Andorran company
RegisterNo DLT regime of its ownShareholder registerDLT (Law 24/2022, art. 5)
LawLaw 7/2024 (financial instrument)Law 20/2007 on companiesLaw 24/2022 or Law 7/2024
How it is issuedA bond is a transferable security and therefore a financial instrument under Law 7/2024, and Law 24/2022 excludes issuances that are. The token follows general financial regulation: company law does not regulate bonds and there is no register of securities on DLT.Every transfer of shares or holdings must be made by public deed before an Andorran notary, who sends it to the Companies Register, and the directors enter the buyer in the shareholder register. The token can reflect the holding, but it does not replace that deed.Classification is decided case by case, because Law 7/2024 reads financial instrument in its broadest sense. If the right is not one, it is a digital asset under Law 24/2022: a public issuance needs AFA registration and authorization, except up to €2M, which is only registered.
Regulation

Which regulation applies to tokenization in Andorra?

Regulation guide for Andorra

It depends on the right the token represents. Law 24/2022 regulates the digital representation of assets and those who provide it, under the supervision of the Andorran Financial Authority (AFA), but it excludes issuances that are financial instruments under Law 7/2024. Andorra is not an EU member state: MiCA does not apply and an Andorran authorization is not a European passport.

A public issuance of digital assets needs prior AFA registration and authorization. Up to €2 million no authorization is required, but the issuer registers it with the same documentation as a public offer and the AFA monitors it in the same way. If the offer is open to retail investors, it allows up to 150 of them and €8 million per issuance over 12 months.

When the asset requires a deed, a book entry or an official register, the law requires the digital register to interoperate with it: the token proves the holding, it does not replace the title. Custody and order reception are provided by entities entered in the AFA register, and filings reach the authority through a digital overseer. We coordinate the structure with the law firm that signs it.

Andorra

FavourableScore75
Authorities
Andorran Financial Authority (AFA)
Latest regulatory change
May 2024

Key authorisations

  • AFA authorisation and registration for covered activities
  • Issuance procedure according to asset, offering and statutory exceptions
  • Digital overseer and required guarantees before commencing activities

Our legal partners

A&O Shearman - Legal partner logo
Latham & Watkins - Legal partner logo
Willkie Farr & Gallagher - Legal partner logo
Winston & Strawn - Legal partner logo
Penkies - Legal partner logo
ATH21 - Legal partner logo
A&O Shearman - Legal partner logo
Latham & Watkins - Legal partner logo
Willkie Farr & Gallagher - Legal partner logo
Winston & Strawn - Legal partner logo
Penkies - Legal partner logo
ATH21 - Legal partner logo
Methodology

How we tokenize an asset in Andorra, step by step

The four phases of our methodology, with the parties involved in Andorra. The law firm and our engineering team work in parallel from the asset review to investor acquisition.

  1. We review the asset's title, encumbrances and cash flows, and decide with the issuer whether the token will be debt, shares or a revenue right. That sets whether the issuance follows financial regulation or Law 24/2022, and the vehicle: an Andorran S.A. or S.L.

    Issuance structure of a residential complex in Excel for an asset tokenization project
  2. The law firm classifies the token, prepares the issuance prospectus and checks whether it fits the authorization exemption or needs AFA authorization. If the right requires a notarial deed or an official register, it designs how that formality is integrated with the digital register.

    Word legal opinion classifying the tokens in an asset tokenization, with the law firm's tracked changes
  3. We configure the white label platform with your brand: investor onboarding with KYC, signature, payment and ERC-3643 tokens carrying the offer's rules, such as the cap on retail investors. The shareholder register connection and payment schedules are custom development.

    Residential project page on a white label asset tokenization platform under the issuer's brand
  4. With the issuer and the AFA-registered entity that provides custody or receives orders, we prepare the offer page and measure the journey to a paid subscription. After the issuance, the platform handles distributions, transfers between verified investors and reporting.

    Go-to-market funnel of an asset tokenization issuance in PostHog, from visit to paid subscription
Milestones

Tokenization milestones in Andorra

The dates that set Andorra's digital asset framework, taken from our regulation guide. Each milestone links to its source.

See the full timeline
  1. Digital asset representation statute

    Law 24/2022 establishes participant and issuance rules.

    Law 24/2022, consolidated
  2. Participant authorisation guide

    AFA sets out authorisation, registration and commencement.

    AFA · Participants guide
  3. Financial references amended

    Law 7/2024 amends financial-instrument references in Law 24/2022.

    Law 24/2022, consolidated
Reviews in Andorra

What do our clients think of Metlabs?

“One of the pioneering firms in web3 solutions, digital assets and tokenization, recognized for its innovation and solid reputation across Spain and Latin America.”

Jorge Corredor
Jorge CorredorLawyer, Rincón Cuéllar & Asociados

“We structured the tokenization of real estate projects with them, and I value the team's ability to understand our corporate needs and genuinely solve them.”

Joan MejíaManager, GLOBYNE

“They advised us on the feasibility of tokenizing real estate assets in Uruguay with direct, cordial treatment. A professional team, responsive and always available.”

Álvaro Silva Santamaría
Álvaro Silva SantamaríaCEO, Sp Inmuebles

“Great professionals at structuring tokenized projects, with technical command and attention to detail that inspire full confidence at every stage of the work.”

Francisco BetancourtVerified Google review

“As a blockchain lawyer, I value their experience and professionalism in consulting and executing tokenization projects. Technology partners you can fully trust.”

Vanessa Rivas
Vanessa RivasBlockchain lawyer, El Salvador

“Great professionals, very attentive to their clients and always mindful of every detail. Working with their team has been a genuine pleasure from start to finish.”

CriptorentVerified Google review

“A very professional yet approachable company that empathizes with your doubts and needs. Highly recommended for entrepreneurs with a tokenization project.”

Javier Espasa
Javier EspasaTokenization entrepreneur

“Exceptional in every sense. From legal support I value their rigor and transparency: working with Metlabs means professionalism, innovation and security.”

Pedro A. Agúndez Méndez
Pedro A. Agúndez MéndezGoogle Local Guide

“Excellent service across blockchain development, asset tokenization and consulting. A very professional team that I recommend wholeheartedly, without reservation.”

José Luis DíazVerified Google review

“I have worked with them on several projects and they are very professional. A guarantee that everything turns out perfectly. Without a doubt, 100% recommended.”

Ignacio Fernández Jiménez
Ignacio Fernández JiménezVerified Google review
Google Reviews
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Platform

What does our white label tokenization platform include in Andorra?

The investor portal, ERC-3643 tokens and issuer console, under your brand. Out of the box it handles onboarding, signing, payment and distributions; anything else your issuance needs, such as a local payment method or a connection to your bank or custodian, we build on the same platform.

Request a demo
White label tokenization platform in Andorra on a laptop and a phone, with a residential building in Escaldes-Engordany
  • Your brand and domainYour visual identity and legal notices across the investor portal.
  • Investor onboardingSign-up, KYC with passport, KYB, AML/CFT (BC/FT) checks and a custodial wallet.
  • End-to-end investmentE-signature and payment in euros by SEPA transfer or with stablecoin (USDT/USDC).
  • ERC-3643 tokensEvery subscription is issued under the rules of an offer to professional clients.
  • Issuer consoleProjects, investors, euro reconciliation, distributions and reporting.
  • Compliance and audit trailKYC and BC/FT file per investor, and an exportable audit log.

Institutional custody, integrated

We integrate custody and key management providers through their APIs, including Fireblocks, BitGo, Coinbase Prime, Anchorage Digital, Copper and Ledger Enterprise. Depending on the provider and model, keys are managed with MPC or multisig so that none depends on a single device. If the token is a security, custody on behalf of clients is provided by an authorized entity.

FAQ

Frequently asked questions about tokenization in Andorra

What we are asked before a project starts.

Talk to our team
  1. Is asset tokenization legal in Andorra?

    Yes. Law 24/2022 regulates the digital representation of assets and requires a license from anyone providing it as a professional activity. Tokens that are financial instruments, such as a bond, fall outside that law and follow Andorran financial regulation. What needs AFA authorization is the activity and, above €2 million, the public issuance.

  2. Can an Andorran company be tokenized?

    Its shares or holdings can be reflected in a token, but company law requires every transfer to be made by public deed before an Andorran notary and the buyer to be entered in the shareholder register. The token evidences the holding within the system; the deed is still what transfers title.

  3. How much can be raised without AFA authorization?

    Up to €2 million per issuance, if the token is a digital asset under Law 24/2022: the issuer needs no authorization, but registers the issuance with its documentation and the AFA supervises it. A public offer open to retail investors is limited to 150 of them and €8 million per issuance over 12 months.

  4. Does an Andorran authorization allow the token to be offered in the EU?

    No. Andorra does not apply MiCA and an AFA authorization is not a European passport. Offering the issuance to residents of another country also requires complying with that country's rules, and Andorran law itself makes offers to professionals conditional on their being authorized under the law of their residence as well.

Asset tokenization

Assets we tokenize in Andorra.

Tokenize your asset in Andorra

Tell us which right you want to issue and we will propose the technical structure, timeline and phased budget.

Talk to our team
Where we are

We're your tokenization company in:

Dotted globe showing the Metlabs headquarters in A Coruña and its presence in Andorra
Proa building in A Coruña, headquarters of Metlabs, a blockchain development and tokenization company

Metlabs Offices

Av. García Sabell, 1, Edificio Proa 15009 A Coruña, Spain

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