By Dr Antonio Tejeda Encinas, CEO of Meta Channel Corporation and President of the Euro-American Committee of Digital Law - CEA Digital Law

1. The starting point: Securitize, the CNMV and a superficial reading of the milestone

The authorisation granted by the CNMV (the Spanish National Securities Market Commission) to Securitize as a DLT trading and settlement system (DLT TSS) under the DLT Pilot Regime (Regulation (EU) 2022/858) has been hailed as confirmation that ‘the tokenised stock exchange’ is now a reality in Spain. It is a significant step: for the first time in the country, a DLT infrastructure combining trading and settlement has been given the green light.

The problem does not lie in the CNMV’s decision. The problem lies in how it is being read.

The milestone is being presented as if it were enough to claim that the Spanish ecosystem already has a mature framework for ‘tokenising anything’, in any form and at any stage. That is not the case. The existence of an infrastructure does not, on its own, settle the decisive question: how the asset placed on that infrastructure is structured.

2. The conceptual error: confusing the secondary market with the architecture of the asset

The current euphoria revolves around the secondary market: listing, trading, liquidity, accessibility.

But this entire layer rests on a prior question that is rarely asked clearly:

What right, exactly, is the investor acquiring when they buy that token?

If the answer is not legally watertight, it makes no difference whether the token trades on a DLT TSS, on a traditional MTF or on a ‘democratising’ platform. We will still be dealing with fragile structures exposed to regulatory, tax and reputational problems.

Technology solves the transfer. Legal architecture solves the content. And right now the market is saying a great deal about the former and very little about the latter.

3. Two different leagues: retail democratisation vs institutional structuring

In practice, two different logics coexist today.

On one side, there is a democratising logic aimed at retail investors, which allows people to take part in transactions with tickets of €50, €100 or €500. Its value is clear: it opens doors for people who would never otherwise have had access to certain assets.

On the other, there is an institutional or quasi-institutional logic, involving transactions of €5 million to €50 million (or more), with issuers who are not looking to ‘democratise’ anything but to optimise structures, diversify their funding and integrate the digital layer into ecosystems that are already regulated – and to do so without creating a problem with their supervisor, their auditor or their international parent company.

According to recent data, the global market for tokenised assets reached $24 billion in 2025, having grown by 308% in three years. Projections by Standard Chartered estimate that it could reach $30 trillion by 2034. This expansion does not remove the need for solid legal architecture. It amplifies it.

The mistake in today’s discourse is to treat the two worlds as interchangeable. They are not. They share the word ‘token’, but they live in completely different legal, economic and reputational frameworks.

4. Low-cost tokenisation: useful, but not transferable to every scenario

In Spain and other markets, highly effective low-cost tokenisation models are taking hold. They simplify entry, cut costs, shorten timelines and allow small investors to buy fractions of assets that used to be beyond their reach.

That is a good thing. But it is a good thing in its own league.

The problem begins when the same approach is applied to transactions that involve several jurisdictions, require cascading corporate structures, sit within heavily regulated sectors (energy, finance, audiovisual) or generate economic flows that cut across different tax systems.

To claim that a complex transaction can be handled with the same logic as buying €100 of ‘a slice of a tokenised flat’ is a dangerous fiction.

5. The real core: the asset, not the token

A token is a technical interface. It is not the asset. It is not the transaction. It is not the business.

When someone buys a token, what they are really buying is a legal position within a specific structure, with a given tax regime, an expected entitlement (to payment, participation, use or access) and a framework of guarantees, governance and liability behind it.

If that structure is not soundly defined, the token can circulate very quickly… straight into a dispute.

The obsession with ‘technological innovation’ has created the illusion that the problem lies in choosing the right blockchain, the correct token standard or the most user-friendly platform. In the institutional segment, this is secondary. What is decisive is what the token represents and how it is given legal and regulatory life.

6. MiCA is not a safe harbour for every real-world asset token

Since MiCA was adopted, a dangerous narrative has taken hold: the idea that there is a broad space of ‘non-financial crypto-assets’ where anything goes, as long as it is not called a ‘transferable security’.

That is a misreading.

MiCA applies to crypto-assets that are not financial instruments. But if the token’s design promises a return, ties the investor’s economic success to the issuer’s success, confers credit or participation rights, or replicates the behaviour of a security, the applicable perimeter is not MiCA but MiFID II / the ‘Ley del Mercado de Valores’ (the Spanish Securities Market Act, LMV).

As a result, many projects currently marketed as ‘utility tokens linked to real assets’ are not really in MiCA territory at all, but skirting – or squarely within – the perimeter of transferable securities. And that difference cannot be resolved with slogans.

7. The Spanish case: what a well-executed issuance (really) teaches us

The example of issuances such as Dianelum – with an authorised ERIR (the entity responsible for keeping the register of DLT-based securities under Spanish law), a SaaS platform, a securities broker and professional custody – does not show that ‘anyone can tokenise’. It shows the opposite.

It shows that it took solid legal architecture, fine-tuned coordination between the platform, the ERIR, the custodian and the legal advisers, and a clear fit within the Securities Market Act.

In other words, a serious issuance brings us back to where we started. To issue a legally sustainable tokenised asset, the critical question is not ‘which network shall we build it on?’ but ‘what exactly are we issuing, and under what regime?’

8. Who serves the complex space today… and where there is still a gap

It would be untrue to claim that the €5–50 million transaction space ‘is not covered by anyone’. It would be equally naive to deny the role played by large international law firms, integrated platforms and high-end boutiques.

That ecosystem exists. And in many cases it works well.

Where a gap remains is in one specific area: transactions that cross several jurisdictions in non-standard ways (Europe–Latin America–Africa), combine financial regulation with sector-specific regulation (energy, audiovisual, the data economy), call for an institutional and geo-technopolitical reading, and need a flexible architecture agreed with several counterparties.

In such projects, traditional vertical structures – very powerful in their natural domain – do not always offer the agility and multi-level coordination required while the transaction is still at the conception stage.

That is where it makes sense to speak of strategic architecture as a distinct function.

9. Where META Channel Corporation sits on this map

META Channel Corporation is not a tokenisation platform, a market infrastructure, a DLT TSS or a SaaS provider competing with Securitize, Token City or other players in the ecosystem.

Nor does it present itself as an alternative to large law firms or the Big Four in their natural field.

Its role, exercised through the TokenLab by META Channel Corporation division, comes before the choice of platform or infrastructure. The focus is on designing the transaction, not on executing it technologically.

In functional terms, META Channel Corporation:

Designs legal and corporate architectures for projects that envisage the tokenisation of real assets;

analyses the regulatory fit (LMV/MiFID, MiCA, sector-specific regulation, private international law);

structures corporate governance and agreements between shareholders, investors and operators;

coordinates the tax layer in multi-jurisdictional settings;

and prepares the asset so that tokenisation – if appropriate – fits into a legally sound structure.

META Channel Corporation does not provide every service ‘in-house’. It operates as a strategic architect and orchestrator, coordinating technical, tax, sector-specific and technology specialists according to the needs of each project.

Geographical focus: depending on the client, the work may or may not concentrate on connecting the Canary Islands, as a technology and tax hub, with emerging markets in Colombia, Angola and the countries of the Southern Cone, drawing on the frameworks of the Canary Islands Economic and Tax Regime (the ZEC special zone and the RIC investment reserve) and the islands’ strategic position between Europe, Africa and Latin America.

META Channel Corporation does not sell ‘tokenisation’. It sells structure: the design of the asset, the vehicle and the transaction, so that tokenisation, where it makes sense, is possible, secure and scalable.

10. Back to the original question

The authorisation of Securitize as a DLT TSS is not the end of anything. It marks the start of a phase in which it will become clear who has understood that the centre of gravity lies in the asset and its architecture, and who has remained caught up in the fascination with the token and the marketplace.

The low-cost model has its role. It democratises access. It builds financial literacy. It opens doors. But it cannot become the mental model for designing complex transactions in transnational settings.

In that segment, the question is not ‘where do we list the token?’ but ‘what exactly have we designed that makes it worth listing?’

About the author

Dr Antonio Tejeda Encinas is CEO of META Channel Corporation, a Praxis House specialising in bringing together law, strategy and technology for transnational transactions. META Channel Corporation works in three main areas: legal and corporate architecture across Europe, Latin America and Africa; strategy and regulatory compliance in disruptive technologies (MiCA, AI Act, DORA, NIS2, GDPR); and the development of technology solutions for compliance (RegTech and GovTech). META Channel is not a tokenisation platform. Its TokenLab by META Channel division acts as a specialist unit for the upfront legal and regulatory design of real assets that may eventually be tokenised, ensuring their compatibility with European and non-European frameworks.

Dr Tejeda Encinas is also President of the Euro-American Committee of Digital Law - CEA Digital Law, an international network present in 25 countries and devoted to digital governance, data diplomacy and legal-technological research.