A Practice Note that explains relevant legal and regulatory issues related to the tokenization of real-world assets (RWA) in the US, in which rights in assets are converted into digital tokens on a blockchain. This Note provides a guide to the major financial use cases for RWA tokenization and outlines its application across various asset classes, including government bond funds, real estate, commodities, and carbon credits. It offers a practical checklist for the tokenization process, covering asset identification, legal structuring through special purpose vehicles (SPVs), and the design of token economics and smart contracts. A key focus of this Note is the regulatory classification of RWA tokens, which may be subject to the jurisdiction of the Securities and Exchange Commission (SEC) or the Commodity Futures Trading Commission (CFTC), as well as applicable banking regulations, state commercial laws like the Uniform Commercial Code (UCC) Article 12, and know-your-customer (KYC) and anti-money laundering (AML) compliance.
Practical Law – Asset Tokenization in the US
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- Practical-Law-Asset-Tokenization-in-the-US-A-Practical-Guide-March-2026.pdf 0 KB
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