The comparison between Spain, Luxembourg, Switzerland and Liechtenstein for issuing a security token is not decided by which has the most modern framework, but by where the market you want to sell to is. Within the European Union the regime is largely common, and the chosen jurisdiction mainly determines supervision and costs.
You decide where to issue your security token and the comparisons overwhelm you. Each European jurisdiction boasts its blockchain law, its supervisor and its "advantage". Luxembourg, Switzerland and Liechtenstein come up again and again against Spain. The underlying question is not which has the most modern framework. It is which gives you access to the market where you want to place the security, with a supervisor you understand and in a language you work in.
This article compares issuing in Spain against those three jurisdictions from your perspective as an issuer: regulatory framework, supervisor, registration figure, access to the European Union market and proximity. No investment recommendations and no inventing foreign law. If a foreign jurisdiction is not clear to you, consult a local advisor.
Where should you issue a security token: Spain or abroad?
If your goal is to place the security with investors in the European Union, Spain gives you a complete framework and a passport that distributes throughout the European Economic Area (EEA), just like Luxembourg or Liechtenstein. Switzerland is outside the EU, so its prospectus does not automatically passport into the EEA. The decision depends on where your investors are, which supervisor you want in front of you and which language and advisory service you work with.
In Spain, your security token is a financial instrument. It is regulated by the Ley de los Mercados de Valores y de los Servicios de Inversión (the LMVSI, your base framework, Ley 6/2023) together with MiFID II. Your supervisor is the CNMV. Representation through distributed ledger technology goes through an entity responsible for the registry entry (the ERIR, your digital notary of the security), a figure under Article 8 LMVSI and RD 814/2023. You are outside MiCA because Article 2(4) of Regulation (EU) 2023/1114 excludes what is already a financial instrument.
What it means for you: if your market is the EU and you want proximity, Spain covers the entire cycle without leaving home. If you are looking for a very mature fund ecosystem or a specific niche, looking abroad makes sense.
Issuing in Spain: LMVSI, CNMV and ERIR registration
Spain treats your security token as a traditional transferable security, just represented on blockchain. There is no separate "crypto" regime. Securities market law applies: LMVSI (Ley 6/2023) and MiFID II for the classification of the instrument, and Regulation (EU) 2017/1129 for the prospectus or its exemptions when there is a public offering.
Your counterpart is the CNMV, not the Banco de España. The registry entry of the security on DLT is done by an ERIR, the entity that replaces the traditional accounting registry when you issue on distributed ledger technology (Article 8 LMVSI; RD 814/2023). As of 2026, the first registered ERIR is Ursus-3 Capital, so the pool of providers is small but it exists and works.
A prospectus approved in Spain can be passported. The regime of Regulation (EU) 2017/1129 allows you to notify your prospectus to other EEA supervisors and distribute the security in those countries without re-approving it. You issue in Madrid, you place in Frankfurt or Amsterdam. You have the details in the guide on how to issue a security token in Spain.
What it means for you: a closed framework, a supervisor in your language, passporting to the EEA and an operational ERIR. The trade-off is a still-young provider market.
Luxembourg: EU fund hub with blockchain law
Luxembourg is Europe's major fund center and has adapted its law to issue and custody securities on blockchain. Its successive blockchain laws recognize that dematerialized securities can be issued and maintained via DLT, and introduce control mechanisms to align what is issued with what is recorded on-chain.
It is an EU Member State, just like Spain. Its financial supervisor is the CSSF. For a security token, the same rules apply as for a traditional security under MiFID II, and the prospectus is passported into the EEA under the same Regulation (EU) 2017/1129 as in Spain. The difference is not market access, which is equivalent. It is the ecosystem: fund managers, depositaries and fund services concentrated in a single hub.
What it means for you: if your product is a tokenized fund or you need very dense investment services infrastructure, Luxembourg provides that ecosystem. If your issuance is simpler and your investor base is Iberian, you gain little compared with Spain and you lose proximity and language. Confirm the details with a local Luxembourg advisor.
Switzerland: its own DLT law, outside the EU
Switzerland has a solid DLT framework and a prestigious supervisor, but it is outside the European Union, so its prospectus does not open the EEA to you automatically. Its DLT Act regulates ledger-based securities, which have the same legal status as a traditional security and are transferred through an electronic register.
The supervisor is FINMA. The issuance itself does not require a specific license, but custody and distribution do fall into regulated categories. The point that affects you most as an issuer with a European focus is market access: since Switzerland is not a member of the EU or the EEA, it does not benefit from the prospectus passport of Regulation (EU) 2017/1129. To place in the EU you would have to structure access another way.
What it means for you: Switzerland fits if your target investor is Swiss or international outside the EEA, or if you value the FINMA brand and its ecosystem of custodians and DLT markets. If your market is the EU, you add friction. Do not take any specific provision of Swiss law for granted without verifying it with a Swiss lawyer.
Liechtenstein: TVTG token law, within the EEA
Liechtenstein was a pioneer with a specific token law and, as a member of the EEA, participates in the single market. Its TVTG Act (the law on tokens and trusted technology providers, in force since 2020) uses a “container” model: the token is a wrapper and the right it represents determines the applicable law. If it incorporates a security or a financial instrument, the corresponding market rules apply.
The supervisor is the FMA. Unlike Switzerland, Liechtenstein is part of the European Economic Area, which brings it closer to the EU passport regime for instruments that qualify as securities. It is a small and highly specialized jurisdiction, with a register of TVTG providers under the control of the FMA.
What it means for you: Liechtenstein combines a mature token law with EEA membership. It is a niche, technical option, with less depth of services than Luxembourg and farther away in language and proximity than Spain. Check with a local advisor how EU market access is structured in your case.
How to decide where to issue
Order the decision by investor, market access, supervisor and language, in that order. The technical framework of each law matters less than it seems: all the jurisdictions in this comparison allow issuing securities on blockchain with legal backing.
Ask yourself where your investors are. If they are from the EEA, Spain, Luxembourg and Liechtenstein have a passport; Switzerland does not, automatically. Ask yourself which supervisor you want facing you and in which language you want to work on a bad day. Ask yourself what provider ecosystem you need: if it is dense fund services, Luxembourg; if it is proximity, language and a complete EU framework, Spain. For the exact role of the register, review what an ERIR is and the general landscape in the guide to asset tokenization for companies.
Comparison table by jurisdiction
| Jurisdiction | Supervisor | Main framework | Registration of the security on DLT | EU prospectus passport | Language / proximity |
|---|---|---|---|---|---|
| Spain | CNMV | LMVSI (Ley 6/2023) + MiFID II; outside MiCA | ERIR (art. 8 LMVSI; RD 814/2023) | Yes, via Reg. (EU) 2017/1129 | Spanish; high proximity |
| Luxembourg | CSSF | Blockchain laws + MiFID II | Dematerialized securities on DLT with a control agent | Yes, EU member state | French/English; fund hub |
| Switzerland | FINMA | DLT Act (ledger-based securities) | Electronic register of the DLT Act | Not automatic (outside the EU/EEA) | German/French/Italian; outside EU |
| Liechtenstein | FMA | TVTG Act (container model) | TVTG provider register | Yes where it qualifies as a security (EEA) | German; niche market |
The table is for guidance only. For Luxembourg, Switzerland and Liechtenstein, confirm each point with a local adviser before deciding.
What to do now
Start by confirming that your product really is a security token and not a MiCA crypto-asset. That classification changes everything. If you issue in Spain, define the role of the ERIR in your structure and prepare the prospectus or the exemption under Regulation (EU) 2017/1129.
- Read how to issue a security token in Spain for the step-by-step procedure.
- Review what an ERIR is and why it is the registration component in DLT.
- Place your case in the asset tokenization guide for companies.
- Clarify acronyms and concepts in the glossary.
Frequently asked questions
In which European country is it easiest to issue a security token?
There is no universal “easiest”. If your market is the EU and you value language and proximity, Spain gives you a complete framework, a Spanish-speaking supervisor and an EEA passport. Luxembourg stands out for funds. The choice depends on your target investor and your product.
Does a prospectus approved in Spain allow selling throughout the EU?
Yes. Regulation (EU) 2017/1129 allows the prospectus to be passported to other EEA supervisors and the security to be distributed in those countries without having to approve it again in each one.
Why does Switzerland not give you an automatic EU passport?
Because Switzerland is outside the European Union and the EEA. Its DLT Act is solid and its supervisor is FINMA, but its prospectus does not benefit from the passport regime of Regulation (EU) 2017/1129. To place in the EU you need to arrange access by another route.
Does Liechtenstein give access to the EU market?
Liechtenstein belongs to the EEA, which brings it closer to the single market for instruments that qualify as securities. Its TVTG Act regulates tokens with a container model. Confirm the details of your case with a local adviser.
Do I need an ERIR to issue in Spain?
If you represent the security using distributed ledger technology, registration goes through an ERIR (art. 8 LMVSI; RD 814/2023). As of 2026, the first registered one is Ursus-3 Capital.
Does a security token fall under MiCA?
No. Art. 2(4) of Regulation (EU) 2023/1114 excludes crypto-assets that are already financial instruments. Your security token is governed by LMVSI and MiFID II, not MiCA.
Notice
Informational content. It does not constitute legal, tax or investment advice. HokenFi is a software and infrastructure provider; it does not provide regulated services. Check the current version of the rules cited in the BOE and EUR-Lex.
Cited regulations
- Ley 6/2023, de 17 de marzo, de los Mercados de Valores y de los Servicios de Inversión (LMVSI), Art. 8.
- Real Decreto 814/2023, implementing LMVSI (ERIR regime), and RD 815/2023 (official CNMV registers).
- Directive 2014/65/EU (MiFID II).
- Regulation (EU) 2023/1114 (MiCA), art. 2(4).
- Regulation (EU) 2017/1129 (Prospectus Regulation).
- Luxembourg, Switzerland and Liechtenstein: blockchain/DLT laws, Swiss DLT Act and TVTG Act, described at a high level. Verify the current text with a local adviser in each jurisdiction.
If your starting point is the full European comparison, you have the argument developed in issuing security tokens in Europe from Spain.
