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Asset tokenization in Romania

We build the platform to tokenize bonds, shares and revenue rights in Romania: investor onboarding, ERC-3643 tokens and reconciliation with each issuance's register, coordinated with the law firm that structures it under Law 126/2018 on financial instruments markets and company law.

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

They trust Metlabs to tokenize their assets

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
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 Romania

Why tokenize assets in Romania?

Since 2023, Romanian law on financial instruments markets has included instruments issued on DLT, so a tokenized share or bond of an S.A. follows the securities regime. For crypto-assets that are not securities the picture is less clear: the law meant to complete MiCA was still going through parliament in 2026, and no working national authorization route is on record.

2023

the year Law 181/2023 added instruments issued using distributed ledger technology to the definition of financial instrument

Law 126/2018 (ASF text)

RON 90,000

minimum share capital of an S.A.; an SRL, by contrast, cannot issue bonds

Companies Law 31/1990

3/4

of the share capital must approve an SRL member's transfer of holdings to outsiders, unless the articles say otherwise

Law 31/1990, art. 202
What gets tokenized

Debt, equity and revenue: what gets tokenized in Romania

Almost every tokenized issuance represents one of these three rights against the issuer. In Romania, the right and the company form determine which regime applies and who keeps the register, and they are settled before the network or the token standard.

RightDebtEquityRevenue
What is issuedBonds (obligațiuni)Shares (acțiuni)Revenue 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
IssuerS.A. onlyS.A. onlyS.A. or SRL
RegisterBook-entry accountShareholder registerSet by its classification
LawLaw 31/1990 and Law 126/2018Companies Law 31/1990Law 126/2018 or MiCA
How it is issuedCompany law bars an SRL from issuing bonds, so the issuer is an S.A. Bonds can be issued on paper or dematerialized as book entries, which is the form a token can mirror; if they trade on the Bucharest Stock Exchange, Depozitarul Central settles them.An equity token starts from an S.A., with minimum share capital of RON 90,000. Holdings in an SRL do not fit: a transfer to outsiders needs the approval of three quarters of the capital and entry in the trade register, and only then does it take effect against third parties.Classification is decided case by case under ESMA's guidelines: if it is a financial instrument, Law 126/2018 applies; if not, and it is fungible, it may fall under MiCA, but in Romania no working national authorization route for providers is on record yet.
Regulation

Which regulation applies to tokenization in Romania?

Regulation guide for Romania

It depends on the right the token represents. If it is a financial instrument, such as a bond or a share, it follows Law 126/2018 on financial instruments markets and EU prospectus rules, with the Financial Supervisory Authority (ASF) as supervisor. If not, it may fall under MiCA, which excludes financial instruments and applies directly.

Romania has no dedicated register for DLT securities. Law 126/2018 includes instruments issued on DLT in the definition of financial instrument, and company law allows dematerialized bonds as book entries. Depozitarul Central, authorized under the EU CSD Regulation, settles trades on the Bucharest Stock Exchange and keeps issuers' shareholder registers. In January 2026 no Romanian infrastructure appeared on ESMA's Pilot Regime list.

For crypto-assets that are not securities, the government took to first reading in April 2026 the bill that splits powers between the ASF and the National Bank, and ESMA's February 2026 list still showed Romania's designation as pending. Until there is a law, cross-border access by a provider authorized in another member state remains available. The law firm structures the issuance, and authorized entities provide the regulated services.

Romania

Authorities
ASF and BNR according to activity; domestic CASP designation and procedure require confirmation
Latest regulatory change
Jul 2026

Key authorisations

  • Required MiCA entitlement; domestic CASP route unverified
  • Passporting by a provider authorised in another Member State
  • Article 60 route for eligible financial entities
  • Securities, issuance or payment permissions according to activity

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 Romania, step by step

The four phases of our methodology, with the parties involved in Romania. 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 revenue right. That sets the vehicle, almost always an S.A. because an SRL cannot issue bonds, 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. It also sets who keeps the register of the securities and, if the token is not a security, checks which authorized provider can deliver the service.

    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. Reconciliation with the securities register 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 Romania

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 Romania?

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 Romania on a laptop and phone, with a residential building in Bucharest
  • Your brand and domainYour visual identity and legal notices across the investor portal.
  • Investor onboardingSign-up, KYC with Romanian identity card, KYB, AML checks and a custodial wallet.
  • End-to-end investmentE-signature and payment in lei (RON) by bank transfer or in USDC/EURC.
  • ERC-3643 tokensEvery subscription is issued under the rules of the offer to qualified investors.
  • Issuer consoleProjects, investors, lei reconciliation, distributions and reporting.
  • Compliance and audit trailKYC and AML file (Law 129/2019) 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 Romania

What we are asked before a project starts.

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

    Yes, when the token is a security: Law 126/2018 includes financial instruments issued on DLT and the ASF supervises them. For crypto-assets that are not securities, MiCA applies directly, but the national law was still going through parliament in 2026 and no working domestic authorization route for providers is on record.

  2. Can a Romanian SRL be tokenized?

    It is not the right vehicle. The law bars an SRL from issuing bonds, and its holdings can only be transferred to outsiders with the approval of three quarters of the capital, unless the articles say otherwise, and entry in the trade register. To tokenize debt or equity, the company converts into an S.A., with minimum share capital of RON 90,000.

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

    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. The law firm confirms it for each offer.

  4. Does the token give ownership of the property?

    Not by itself. The property stays recorded in the cadastre and land registration system run by the territorial offices of ANCPI, and a token does not replace that entry. The token represents a right against the issuing company: a bond, a share in the owning company or a right to its income.

Asset tokenization

Assets we tokenize in Romania.

Tokenize your asset in Romania

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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