Netherlands“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 the Netherlands
We build the platform to tokenize bonds, shares and revenue rights in the Netherlands: investor onboarding, ERC-3643 tokens and a register that respects the notarial deed and the assignment rules of the Civil Code, coordinated with the law firm that structures the issuance under the Wft or MiCA.
Tokenize your asset
They trust Metlabs to tokenize their assets
Why the Netherlands
Why tokenize assets in the Netherlands?
The Netherlands has no regime of its own for DLT securities: a tokenized bond or share follows the Civil Code and the Wft, whose definition of financial instrument includes those issued with DLT under the EU pilot regime. What needs solving first is transfer: BV shares require a notarial deed, and registered claims require assignment and notice.
2024
year MiCA began to apply to crypto-asset service providers, whose licenses the AFM handles
AFM · crypto provider register2025
year the transition from the former DNB register ended, ahead of the EU maximum
AFM · Jun 30, 2025What gets tokenized
Debt, equity and revenue: what gets tokenized in the Netherlands
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 (obligaties) | Registered shares | 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 | BV or NV | BV or NV | BV or NV |
| Register | Issuer's bondholder register | Company's shareholder register | Issuer's register |
| Law | BW (art. 3:94) and Wft | BW, arts. 2:86 and 2:196 | Wft or MiCA, by classification |
| How it is issued | Without a Dutch regime for DLT securities, a registered bond is transferred by a deed of assignment (akte) and notice to the issuer, so the token is designed so that every transfer completes both steps. If it is offered to the public, its offer follows the Wft. | Issuing and transferring registered shares in a BV, and in an unlisted NV, requires a deed before a notary based in the Netherlands, so the token does not transfer the share by itself. The company acknowledges the transfer by entering the buyer in its shareholder register. | It is classified case by case: if it is a transferable security (effect) under the Wft, its offer rules apply; if it is not a financial instrument and is fungible, it may fall under MiCA. As a registered right against the issuer, it is transferred by deed of assignment and notice. |
Regulation
Regulation guide for the NetherlandsWhich regulation applies to tokenization in the Netherlands?
It depends on the right the token represents. A bond or a share is a financial instrument: its public offer follows the EU Prospectus Regulation and the Wft, under AFM supervision. If the token is not a financial instrument, it may fall under MiCA, which in the Netherlands is applied by the AFM for service providers and by DNB for prudential requirements and stablecoin issuers.
Dutch law does not provide for a DLT securities register. Issuing and transferring registered shares in a BV requires a deed before a notary based in the Netherlands, and the company records them in its shareholder register; registered bonds are transferred by a deed of assignment and notice to the debtor. A blockchain can keep the operational register, but it does not replace those acts.
For an offer exempt from a prospectus, the Wft requires an information document to be published beforehand and sent to the AFM, and advertising must state that no AFM-approved prospectus is required. The EU Listing Act revised the exemption threshold in 2024, with an option for each country, and the law firm confirms the figure that applies. We coordinate the structure with specialist law firms and notaries, and authorized entities provide the regulated services.
Netherlands
FavourableScore95
- Authorities
- AFM and De Nederlandsche Bank, DNB
- Latest regulatory change
- Apr 2026
Key authorisations
- CASP authorisation or MiCA Article 60 notification to the AFM
- ART or EMT issuer entitlement under the relevant regime
- Investment permissions for financial instruments
- Additional payment authorisation where required
Our legal partners
Methodology
How we tokenize an asset in the Netherlands, step by step
The four phases of our methodology, with the parties involved in the Netherlands. 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, a BV or an NV, the amount and how each right will be transferred.
The law firm classifies the token, drafts the documentation and chooses the offer route: a prospectus approved by the AFM, an exempt offer with an information document or a crowdfunding platform. Where shares are involved, the notary handles their issuance and transfer.
We configure the white label platform with your brand: investor onboarding with KYC, signature, payment and ERC-3643 tokens carrying the offer's rules. The assignment and notice flow, synchronization with the company register and payment 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 Netherlands
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 the Netherlands?
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 Dutch ID card or passport, KYB, Wwft checks and a custodial wallet.
- End-to-end investmentE-signature and payment in euros by iDEAL, SEPA transfer or stablecoin (USDC/EURC).
- ERC-3643 tokensEach token is issued with the offer's rules for qualified investors.
- Issuer consoleProjects, investors, euro reconciliation, interest payments and reporting.
- Compliance and audit trailKYC and Wwft 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 the Netherlands
What we are asked before a project starts.
Talk to our teamIs asset tokenization legal in the Netherlands?
Yes. A bond or a share can be represented by a token, but the issuance follows the Dutch Civil Code and the Wft, whose definition of financial instrument includes those issued with DLT. Providing services on the token, such as custody or placement, requires authorization under securities law or MiCA.
Can shares in a Dutch BV be tokenized?
The token can reflect them on the platform but cannot transfer them by itself: issuing and assigning BV shares requires a deed before a notary based in the Netherlands, and the company enters the buyer in its shareholder register. A BV can tokenize bonds, which are transferred by deed of assignment and notice.
What does an offer without a prospectus need in the Netherlands?
If the offer is exempt from a prospectus, the Wft requires an information document to be made available to the public before the offer and sent to the AFM. Advertising must also state that no prospectus approved by the AFM is required. The law firm confirms which exemption applies and up to what amount.
Does transferring a token transfer Dutch real estate?
No. The Kadaster explains that transferring real estate requires a deed from a Dutch notary and registration. The token represents a right against the issuer, such as a bond, a share in the owning company or a right to its income, and the documentation must state which.
Asset tokenization
Assets we tokenize in Netherlands.
Asset tokenization
Articles on tokenization
MiFID II and tokenization: classification, services and limits
MiFID II and tokens: financial instrument classification, investment services and the distinction from MiCA before designing an issuance.
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.
OpenZeppelin and ERC-3643: how a security token is built
What OpenZeppelin libraries and ERC-3643 controls provide, and what a securities issuance also requires: rights, permissions, operations and review.
Tokenize your asset in the Netherlands
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
SpainUnited StatesUAEUnited KingdomMexicoSingaporeAustraliaSwitzerlandColombiaArgentinaChilePeruPortugalGermanyHong KongBrazilEcuadorFranceIndiaPanamaAndorraAustriaBahrainBelgiumBoliviaCanadaCosta RicaCubaCyprusCzechiaDenmarkDominican RepublicEl SalvadorEstoniaFinlandGreeceGuatemalaHondurasHungaryIrelandIsraelItalyJapanKuwaitLiechtensteinLithuaniaLuxembourgMaltaMonacoMoroccoNew ZealandNicaraguaNigeriaNorwayOmanParaguayPolandPuerto RicoQatarRomaniaSan MarinoSaudi ArabiaSeychellesSouth AfricaSouth KoreaSwedenTurkeyUruguayVenezuela
