Issue tokenized shares in Ecuador.
Since 2020, a public limited company or a simplified joint-stock company can represent its shares with tokenized certificates and keep its share ledger on a blockchain. With HokenFi you prepare the issuance and coordinate your law firm and your investors from a single account.
What Ecuadorian law allows.
The 2020 Modernization of the Companies Law allows the shares of a public limited company (S.A.) or a simplified joint-stock company (S.A.S.) to be represented with tokenized certificates. Corporate books can be kept on any data distribution network or registry technology. Since 2023, the companies law refers to that procedure to transfer those shares.
For public offering it is different. Securities must be dematerialized in a central securities depository and registered in the Public Registry of the Securities Market, and we have not found any rule that allows the depository to keep its registry on a blockchain.
EcuadorCompany share ledger, on blockchain
SpainERIR
- EcuadorCompany share ledger, on blockchain
- SpainERIR
Who keeps the register.
There is no equivalent to the Spanish ERIR. For shares that are not listed, the company itself keeps the share and shareholder ledger, and it can be on a blockchain. The transfer of a tokenized certificate is valid against the company and third parties from the moment it is entered in that ledger.
If the shares are listed or immobilized in the central securities depository, such as Decevale, the depository makes the registration, by book-entry.
IssuerYour S.A. or S.A.S.
Share ledgerOf the company, on blockchain
Investor
Investor
Investor
IssuerYour S.A. or S.A.S.
Share ledgerOf the company, on blockchain
Investors
In Spain, ERIR
Three ways to do it.
In Ecuador, with tokenized certificates
BuyersDirect dealing, no public dissemination
Your S.A. or S.A.S. represents its shares with tokenized certificates and keeps the share ledger on blockchain, in the private market: direct dealing with each buyer, without securities intermediaries or institutional investors, and without public dissemination.
From Ecuador, in Spain with ERIR
InvestorsEach with their token
A Spanish public limited company issues with ERIR. To offer it to the public in Ecuador, the offering must be authorized by the Spanish supervisor and at least half placed on stock exchanges or other regulated markets in Spain. The securities must be in a clearing and settlement depository, and the issuance is registered in the Catastro. Your law firm confirms whether your issuance complies.
By contract
LendersThe law does not set a threshold
With risk. Anyone who is not part of the financial system cannot raise funds from third parties, and the law does not set a threshold. The loan fits into repayable financing from a crowdfunding platform controlled by the Superintendency of Companies, up to 1,000 basic salaries per project. HokenFi is not one of those platforms.
Spain and Ecuador, face to face.
| Spain | Ecuador | |
|---|---|---|
| Rule | Ley 6/2023, articles 6 to 8, and Real Decreto 814/2023 | Companies Law (tokenized certificates since 2020) and Securities Market Law |
| Who keeps the register | The ERIR, registered in the CNMV's ERIR register | The company itself, in its share ledger, which can be on blockchain. If they are listed, the central securities depository |
| What securities | Shares, debt and other transferable securities | Shares of an S.A. or an S.A.S. |
| Public offering | Exempt from prospectus below 12 M€ under the European regulation since 5 June 2026. Ley 6/2023 still says 8 M€; your law firm confirms the threshold | Requires registration in the Catastro and dematerialized securities in a depository |
When it fits and when it doesn't.
It fits if
- Your company is an Ecuadorian S.A. or S.A.S. and you are going to offer its shares privately to non-institutional investors.
- You want to keep your share ledger on a blockchain.
- You have your own investors to invite.
It does not fit if
- You want to offer to the general public. Then your securities go dematerialized to a central depository and are registered in the Catastro.
- Your company is an S.A.S. and you want to list. Its shares cannot be registered in the Catastro or traded on the stock exchange.
- You want to finance yourself with loans from many private individuals without an authorized platform.
How it's done with HokenFi.
You tell us what you want to issue and the platform prepares the milestones for you.
- 01
Your structure
A law firm with practice in Ecuador confirms your company type and that your offering stays in the private market.
- 02
Your articles of association and your documentation
The law firm prepares the issuance agreement and the representation of the shares with tokenized certificates.
- 03
Your share ledger
Your company keeps the share and shareholder ledger on the platform, with each transfer registered.
- 04
Your issuance
You activate your plan and prepare the tokenized certificates.
- 05
Your investors
They are verified, subscribed and paid in dollars. They are registered in your share ledger and you see the list on your dashboard.
What beginners usually ask.
Does Ecuadorian law recognize tokenized shares?
Yes. Since 2020, shares of an S.A. or S.A.S. can be represented by tokenized certificates, and the transfer is valid from the moment it is registered in the share ledger.
Can I make a public offering of tokenized shares?
Today there is no established route. A public offering requires dematerialized securities in a central depository and registered in the Catastro, and we have not found any rule that allows maintaining that registry on a blockchain.
Can I pay with crypto-assets?
In practice, in dollars. In Ecuador transactions are denominated in dollars, and the Central Bank says that crypto-assets are not legal tender or an authorized means of payment. Any other form of payment is validated by your law firm.
Is this legal advice?
No. It is a summary to guide you, with no value as legal or investment advice. HokenFi provides the software and does not offer securities or provide regulated financial services. Your law firm assesses your case.
Are you issuing in Ecuador? Tell us about your case.
We explain how your issuance is prepared on the platform and what you will need to resolve with your law firm.
