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Asset tokenization in Poland

We build the platform to tokenize bonds, shares and revenue rights in Poland: investor onboarding, ERC-3643 tokens and a connection to the shareholder register or the securities depository, coordinated with the law firm that structures the issuance under the Commercial Companies Code and the Bonds Act.

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

They trust Metlabs to tokenize their assets

Didit - 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 Poland

Why tokenize assets in Poland?

Poland allows the shareholder register of an unlisted S.A. or a P.S.A. to be kept in a distributed database, and requires every bond to be recorded in the securities depository. For crypto-assets that are not securities the picture is different: the law that completes MiCA remains blocked after the 2026 veto.

PLN 1

minimum share capital of a P.S.A., whose shareholder register can be kept in a distributed database

Commercial Companies Code

PLN 100,000

minimum share capital of an S.A., whose unlisted shares also go into a register that can be distributed

Commercial Companies Code

€5M

maximum per project owner over 12 months on a crowdfunding platform

Unión Europea
Regulation 2020/1503
What gets tokenized

Debt, equity and revenue: what gets tokenized in Poland

Almost every tokenized issuance represents one of these three rights against the issuer. In Poland, the right determines the applicable law and who keeps the register where the transfer takes effect, and it is settled before the network or the token standard.

RightDebtEquityRevenue
What is issuedBonds (obligacje)Shares (akcje)Participating bonds and other 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 or profit of an asset or of the company.
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
IssuerS.A., P.S.A. or sp. z o.o.S.A. or P.S.A.S.A., P.S.A. or sp. z o.o.
RegisterSecurities depository (KDPW)Rejestr akcjonariuszyKDPW if it is a bond
LawBonds Act of 2015Commercial Companies CodeBonds Act or MiCA
How it is issuedAny legal person carrying on business can issue them. The law bans paper bonds and requires them to be recorded in the securities depository run by KDPW, the Polish central securities depository, so the token mirrors that entry unless the issuance uses an authorized DLT Pilot Regime system.Shares in an unlisted S.A. or a P.S.A. are recorded in an electronic register that can be a distributed database, and the investor acquires them on entry. It is kept by a securities account provider or, for a P.S.A., also by a notary. Holdings in an sp. z o.o. are, as a rule, transferred with notarized signatures.Revenue bonds (obligacje przychodowe) are reserved for local governments and public service companies. A private issuer can issue participating bonds, which carry a share of profit and are noted in the commercial register. Outside securities, the right is classified case by case and may fall under MiCA.
Regulation

Which regulation applies to tokenization in Poland?

Regulation guide for Poland

It depends on the right the token represents. If it is a financial instrument, such as a bond or a share, it follows Polish law on trading in financial instruments, the public offering act and EU prospectus rules, with the KNF as supervisor. If not, it may fall under MiCA, which excludes financial instruments and applies directly even without the national law.

For securities, Polish law already has its own building blocks: the shareholder register of an unlisted S.A. and of a P.S.A. can be a distributed database, always with an authorized operator responsible for its integrity, and acquisition takes effect on entry. P.S.A. shares cannot trade on an organized market. Bonds are recorded in the securities depository, and in January 2026 no Polish infrastructure appeared on ESMA's Pilot Regime list.

For crypto-assets that are not securities, the president vetoed in June 2026 the crypto-asset market law meant to complete MiCA, and the Sejm failed to override the veto in September. Until there is a law, the domestic route to authorize providers is unavailable, leaving only cross-border access by an entity authorized in another member state. The law firm structures the issuance within the routes that exist, and authorized entities provide the regulated services.

Poland

Authorities
KNF for financial sectors and EMTs; domestic CASP designation absent in the framework reviewed
Latest regulatory change
Sep 2026

Key authorisations

  • Cross-border MiCA services from an entitled entity in another Member State
  • Domestic CASP route dependent on statutory competent-authority designation
  • Banking or electronic money entitlement for EMT issuance
  • Investment services and DLT infrastructure permissions where applicable

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 Poland, step by step

The four phases of our methodology, with the parties involved in Poland. 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 a bond, shares or a participating bond. That sets the vehicle, an S.A., a P.S.A. or, for bonds, also an sp. z o.o., the amount and the rules of the issuance.

    Issuance structure of a residential complex in Excel for an asset tokenization project
  2. The law firm classifies the token, drafts the terms of issue and chooses the offer route: prospectus, exempt offer or crowdfunding platform. For shares, the shareholders choose the operator of the shareholder register; for bonds, their entry in the securities depository is prepared.

    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. The connection with the shareholder register operator or the depository agent and coupon or dividend schedules are custom development.

    Residential project page on a white label asset tokenization platform under the issuer's brand
  4. 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.

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

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 Poland?

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.

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White label tokenization platform in Poland on a laptop and phone, with a residential building in Warsaw
  • Your brand and domainYour visual identity and legal notices across the investor portal.
  • Investor onboardingSign-up, KYC with dowód osobisty or passport, KYB, AML checks and a custodial wallet.
  • End-to-end investmentE-signature and payment in zloty by Express Elixir or with stablecoin (USDC/EURC).
  • ERC-3643 tokensEach token reflects a bond registered with the KDPW and carries the offer's rules.
  • Issuer consoleProjects, investors, zloty reconciliation, interest payments and reporting.
  • Compliance and audit trailKYC and AML 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 Poland

What we are asked before a project starts.

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

    Yes, when the token is a security: company law allows shareholder registers in distributed databases and bonds are recorded in the securities depository. For crypto-assets that are not securities, MiCA applies directly, but the national law remains vetoed and domestic authorization of providers is unavailable.

  2. Can a Polish P.S.A. tokenize its shares?

    Yes. Its shareholder register is electronic, can be a distributed database and is kept by a notary or a securities account provider chosen by the shareholders. The investor acquires the share when it is entered in that register, not when the token moves, and these shares cannot trade on an organized market.

  3. How much can be raised without a prospectus in Poland?

    It depends on the route. A crowdfunding platform allows up to €5 million per project owner over 12 months. Outside it, the exemption threshold is set by the EU Prospectus Regulation, which the Listing Act revised in 2024 with an option for each member state, together with the rules of the Polish public offering act. The law firm confirms it for each offer.

  4. Does the token give ownership of the property?

    Not by itself. The legal status of real estate is established in its land and mortgage register (księga wieczysta), which records the owner, rights in rem and mortgages, and a token does not replace it. The token represents a right against the issuing company: a bond, a share in the owning company or a participating bond.

Asset tokenization

Assets we tokenize in Poland.

Tokenize your asset in Poland

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

As featured in

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