The SEC has published a statement on the classification of tokenized securities. The regulator has identified two types depending on who conducts the tokenization.
Issuer tokenization – the company itself issues its shares or bonds in the form of tokens. Such instruments are regulated in the same way as traditional securities, regardless of whether they are recorded on a blockchain or in a conventional database.
Third-party tokenization: a third-party company creates tokens based on someone else's securities. There are two options here:
- Custodial model: the token confirms the right to real securities held by an intermediary
- Synthetic model: the token represents a new instrument linked to the price of the underlying securities
Holders of such tokens may not receive the rights that the owners of the original securities have. In some cases, these instruments are classified as securities-based swaps and are subject to stricter regulation — they cannot be sold to ordinary investors without registration and listing on an official exchange.