Estonia“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 CorredorLawyer, Rincón Cuéllar & Asociados
Asset tokenization in Estonia
We build the platform to tokenize bonds, shares and revenue rights in Estonia: investor onboarding, ERC-3643 tokens and reconciliation with the Estonian register of securities, coordinated with the law firm that structures the issuance under securities law or MiCA.
Tokenize your asset
They trust Metlabs to tokenize their assets
Why Estonia
Why tokenize assets in Estonia?
Estonia has no dedicated law for DLT securities, but its register of securities is a state database and, since July 2024, can also record crypto-assets. Shares in a public limited company (AS) are entered there, and the token must reflect that entry. Finantsinspektsioon applies MiCA through the 2024 national law, and an OÜ with enough capital can transfer shares without a notary.
2024
year of Estonia's Market in Crypto-Assets Act, which implements MiCA in the country
Riigi Teataja · Jul 1, 2024€10,000
of paid-in capital lets an OÜ waive notarization of share transfers in its articles
Commercial Code, § 149What gets tokenized
Debt, equity and revenue: what gets tokenized in Estonia
Almost every tokenized issuance represents one of these three rights against the issuer. The right determines the vehicle, the applicable law and who keeps the register, and it is settled before the network or the token standard.
| Right | Debt | Equity | Revenue |
|---|---|---|---|
| What is issued | Bonds (võlakirjad) | Shares in an AS | Revenue rights |
| The investor receives | The 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 |
|
|
|
| Issuer | AS or OÜ | AS only | AS or OÜ |
| Register | Estonian register of securities | Estonian register of securities | Estonian register if a security |
| Law | Securities Register Act | Commercial Code, § 228 | Securities law or MiCA |
| How it is issued | If the public offer carries a prospectus approved by Finantsinspektsioon, an Estonian company's bonds must be entered in the Estonian register of securities, and the token reflects that entry. Without a prospectus, entry is optional and the terms of issue define how title is recorded. | Shares in an AS are registered, entered in the Estonian register of securities or another depository, and transferred when the buyer is entered. Shares in an OÜ require a notarized transfer unless the articles waive it, and the other members have a pre-emption right against third parties. | Classification is decided case by case: a financial instrument follows the Securities Market Act; if it is not one and is fungible, it may fall under MiCA, with Finantsinspektsioon as the authority. The token's marketing label, utility or real estate, does not settle its classification on its own. |
Regulation
Regulation guide for EstoniaWhich regulation applies to tokenization in Estonia?
It depends on the right the token represents. If it is a financial instrument, such as a bond or a share, it follows the Securities Market Act and the Securities Register Maintenance Act, and Finantsinspektsioon supervises it. If not, it may fall under MiCA, which Estonia applies through its 2024 Market in Crypto-Assets Act; since July 1, 2026, former FIU licenses are no longer enough.
The Estonian register of securities is kept by an authorized central securities depository. Shares in every AS and bonds with an approved prospectus must be entered there, and since July 1, 2024 the law also allows crypto-assets to be recorded. In an Estonian issuance the platform does not replace that register: it reconciles every token transfer with the entry that gives legal title.
A public offer of securities needs a prospectus approved by Finantsinspektsioon or an exemption under the Prospectus Regulation; an authorized crowdfunding platform is another route. The EU DLT Pilot Regime allows DLT trading and settlement infrastructures under a permission of their own. We coordinate the structure with specialist law firms, and authorized entities provide the regulated services.
Estonia
FavourableScore95
- Authorities
- Finantsinspektsioon (FSA)
- Latest regulatory change
- Jul 2026
Key authorisations
- CASP authorisation or Article 60 MiCA entitlement
- ART or EMT procedure with Finantsinspektsioon according to issuer
- Investment and infrastructure permissions for tokenized securities
Our legal partners
Methodology
How we tokenize an asset in Estonia, step by step
The four phases of our methodology, with the parties involved in Estonia. The law firm and our engineering team work in parallel from the asset review to investor acquisition.
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 the vehicle, an AS or an OÜ, the amount and the rules of the issuance.
The law firm classifies the token, drafts the issuance document and chooses the offer route: prospectus approved by Finantsinspektsioon, exemption or crowdfunding platform. If the securities must be entered in the Estonian register, the issuer arranges the registration.
We configure the white label platform with your brand: investor onboarding with KYC, signature, payment and ERC-3643 tokens carrying the offer's rules. Reconciliation with the Estonian register of securities and coupon or dividend schedules are custom development.
With the issuer and, where there is one, the placing entity, 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.
Reviews in Estonia
What do our clients think of Metlabs?
“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 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 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 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 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 JiménezVerified Google review
“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 CorredorLawyer, Rincón Cuéllar & Asociados
“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
“A very professional yet approachable company that empathizes with your doubts and needs. Highly recommended for entrepreneurs with a tokenization project.”
Javier EspasaTokenization entrepreneur
“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 JiménezVerified Google review
“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
“As a blockchain lawyer, I value their experience and professionalism in consulting and executing tokenization projects. Technology partners you can fully trust.”
Vanessa RivasBlockchain lawyer, El Salvador
“Exceptional in every sense. From legal support I value their rigor and transparency: working with Metlabs means professionalism, innovation and security.”
Pedro A. Agúndez MéndezGoogle Local Guide
“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 SantamaríaCEO, Sp Inmuebles
“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
“Excellent service across blockchain development, asset tokenization and consulting. A very professional team that I recommend wholeheartedly, without reservation.”
José Luis DíazVerified Google review
Platform
What does our white label tokenization platform include in Estonia?
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
- Your brand and domainYour visual identity and legal notices across the investor portal.
- Investor onboardingSign-up, KYC with Estonian ID card, KYB, RahaPTS checks and a custodial wallet.
- End-to-end investmentE-signature and payment in euros by SEPA transfer or with stablecoin (USDC/EURC).
- ERC-3643 tokensEach token carries the offer's rules and is reconciled with the securities register.
- Issuer consoleProjects, investors, euro reconciliation, coupons and reporting.
- Compliance and audit trailKYC and RahaPTS file for each 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 Estonia
What we are asked before a project starts.
Talk to our teamIs asset tokenization legal in Estonia?
Yes. A bond or a share can be represented by tokens as long as title follows what the law requires: shares in an AS, for example, are recorded in the Estonian register of securities. MiCA, implemented by Estonia's 2024 law, regulates crypto-assets that are not financial instruments. What requires Finantsinspektsioon authorization is the activity, not the technology.
Can shares in an Estonian OÜ be tokenized?
With limits. Their transfer requires notarization unless the OÜ has at least €10,000 of paid-in capital and all members agree to waive it in the articles. Even then, the transfer takes effect once the company is notified, and members have a pre-emption right against third parties. To open the capital to investors, the vehicle is an AS.
How much can be raised without a prospectus in Estonia?
It depends on the route. An authorized crowdfunding platform allows up to €5 million per project owner over 12 months. Outside it, since 5 June 2026 the Securities Market Act (§ 15) only requires a prospectus from €12 million; between €1 million and €12 million an information document (teabedokument) is enough.
Does the token give ownership of the asset?
Not by itself. In Estonia the token represents a right against the issuer: a bond, a share in the owning company or a right to its rents. The asset stays in its owner's name, usually the issuing company, and the issuance documents set out what the investor acquires.
Asset tokenization
Assets we tokenize in Estonia.
Asset tokenization
Articles on tokenization
Real Asset Tokenization: How RWA Tokenization Works
How to structure an RWA project: holder rights, issuance, recordkeeping, payments and recovery. What blockchain adds and what depends on the legal arrangement.
What are the differences between security tokens and utility tokens?
How to distinguish financial rights from service access, what legal classification examines and why a token’s name does not determine its regulation.
What is tokenization of companies and startups? Essential guide 2026
Rights, company form, DLT records and funding routes: criteria for structuring a company issuance without assuming liquidity.
Tokenize your asset in Estonia
Tell us which right you want to issue and we will propose the technical structure, timeline and phased budget.
Where we are
We're your tokenization company in:
Metlabs Offices
Av. García Sabell, 1, Edificio Proa 15009 A Coruña, Spain
We tokenize assets in
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