Issuing security tokens in France has been possible longer than in Spain, and that head start shows in accumulated practice. A security token incorporates rights of a financial instrument, such as a share or a bond. That is why it is regulated by securities law and not MiCA, which excludes these tokens from its scope (art. 2.4, Regulation (EU) 2023/1114). The useful question is not which country boasts greater openness, but where your issuance fits: the company, the assets and the investors are what matter. This fact sheet compares the French DEEP regime with the Spanish ERIR route.
If you are going to issue in France, in issuing tokenized securities in France you have the three routes, who keeps the register and how the issuance is prepared with HokenFi.
The French framework: the blockchain ordinance, PACTE and the DEEP
France built its regime in two steps: ordinance no. 2017-1674, of December 2017, allowed the registration of financial securities on blockchain, and decree no. 2018-1226, of December 2018, developed it. The PACTE law of 2019 ratified that ordinance; its own contribution was the framework for crypto-assets, not for tokenized securities.
The central instrument is the DEEP, a shared electronic registration system: the same old ledger, kept on blockchain. Registering a security in the DEEP produces the same effects as registration in a securities account. It applies to financial securities not admitted to the operations of a central securities depository, in practice unlisted ones: shares, bonds and units of collective investment undertakings (art. L211-7 of the French Monetary and Financial Code).
There is a structural difference with Spain. France did not create a specific authorized registry entity for the DEEP: the registry is kept by the issuer or the agent it appoints, just as with the traditional ledger. The AMF, as the financial markets authority, is the reference supervisor for an issuance registered in a DEEP.
In terms of maturity, the DEEP has been operating since 2019 and is used mainly in unlisted equity and private debt. Practice is well established, although concentrated in issues without multilateral trading.
The Spanish framework: Ley 6/2023, ERIR and CNMV
Spain recognized transferable securities represented in DLT with Ley 6/2023, the LMVSI. The design difference is in the registry: the law requires appointing an ERIR, the entity responsible for registration and recording, the digital notary of the registry (art. 8, Ley 6/2023). Its regime is developed in RD 814/2023 (RD 814/2023).
The ERIR is an entity authorized and supervised by the CNMV that is responsible for the integrity of the registry vis-à-vis the issuer and the investor. The first authorized ERIR was URSUS-3 Capital, A.V., in November 2024. The regime covers transferable securities in general: shares, bonds and units.
The Spanish market is younger than the French one and has fewer transactions. Its bet is different: an authorized third party in the registry, instead of leaving that function in the issuer's hands.
France vs Spain: comparison table
| Criterion | France | Spain |
|---|---|---|
| Legal framework | Ordinance of 2017, decree of 2018 and PACTE law (2019) | Ley 6/2023 (LMVSI) and RD 814/2023 |
| Supervisor | AMF | CNMV |
| Registry entity | DEEP kept by the issuer or its agent; no specific authorized entity | ERIR authorized by the CNMV (RD 814/2023) |
| Asset types covered | Securities not admitted to a central depository (unlisted): shares, bonds, fund units | Transferable securities in general: shares, bonds, units |
| Maturity of the regime | Operational since 2019, settled practice in unlisted securities | In force since 2023; first ERIR in November 2024; early-stage market |
When each route suits you
Company law makes the first cut. Shares in a French company are represented under French law; shares in a Spanish SA, under Spanish law. The real room for choice is in debt and in groups with subsidiaries in both countries.
- Issuing company or assets in France. DEEP lets you register the security without asking a third-party registrar for authorization. Less prior structure and a more direct start for unlisted issuances.
- French investor base. Documentation in French, local advisers and a regime that French law firms have handled since 2019.
- You want a third party responsible for the register. The Spanish route incorporates by design an authorized entity, the ERIR, which is liable for registration vis-à-vis the investor. In France that responsibility falls on the issuer itself or on the agent it hires.
- Parent company or assets in Spain, or fundraising in Spain and Latin America. Language, advisers and supervisor at home. For a Spanish issuer, going to France adds cost without adding reach: the prospectus already travels across the EU on its own.
- The token will be traded on a platform. Neither national regime alone covers multilateral trading. That part is handled by the European DLT Pilot Regime.
Reduced to a short rule: France rewards the issuer that wants autonomy and takes on the operational burden of the register. Spain rewards the issuer that prefers a register in the hands of a supervised third party. Decide based on your team and your appetite for responsibility, not on the headline.
What does not change when crossing the border
The classification of the token as a financial instrument is European, not national. MiFID II applies equally in Paris and Madrid (Directive 2014/65).
The prospectus is passported: one approved by the AMF or by the CNMV is valid throughout the EU (Arts. 24-25, Regulation (EU) 2017/1129). From 5 June 2026, the prospectus exemption rises to 12 million euros over 12 months, with each Member State having the option to lower it to 5 (Regulation (EU) 2024/2809). What that document requires in Spain is covered in the guide to the CNMV prospectus.
This fact sheet is part of a broader analysis. Compare more jurisdictions in the comparison Spain versus other jurisdictions for issuing security tokens and size the Spanish market with the 2026 report on regulated tokenization of assets in Spain.
French DEEP or Spanish ERIR for your issuance? Take the issuance diagnostic (2 min) or request a proposal. If you prefer to start by reading, download the 2026 guide.
This content is informative and educational. It does not constitute legal, tax, or investment advice. Check the current version of each regulation in the BOE and on EUR-Lex.
HokenFi is a software and infrastructure provider; it does not provide regulated services (CASP, ESI, EAF, or ERIR). This article is informative and does not constitute financial or legal advice.
Frequently asked questions
What is the French DEEP?
DEEP is the shared electronic registration system under French law: a register of financial securities kept on blockchain. Registering an unlisted security in DEEP produces the same legal effects as registering it in a securities account. The regime comes from a 2017 ordinance, a 2018 decree and the 2019 PACTE law.
Does France require an entity like the Spanish ERIR?
No. France did not create a specific authorized registration entity for DEEP: the register is kept by the issuer or the agent it appoints. Spain chose the opposite. Ley 6/2023 requires an ERIR, an entity authorized by the CNMV and developed in RD 814/2023, which is liable for the integrity of the register vis-à-vis the investor.
Can I offer a Spanish security token issuance in France?
Yes, under the European public offering rules. A prospectus approved by the CNMV is passported into France under Articles 24 and 25 of the Prospectus Regulation. Below the exemption thresholds in force in each Member State, the offering may rely on the applicable exceptions. Distribution remains subject to MiFID II.
