Tokenizing a solar project consists of issuing securities that represent equity or debt of the vehicle that owns the plant, not the plant itself. In Spain they are transferable securities subject to Ley 6/2023, with their issuance document and an ERIR that keeps the register of who is the holder at each moment.
You finance a solar plant or a renewable energy park and someone has talked to you about tokenizing the project. The idea sounds good: opening up equity or debt to investors with less friction and keeping the record of who owns what on chain. But before moving anything, it is worth knowing what is actually tokenized, under which framework and which steps fall to you as developer. This guide grounds it.
You do not tokenize the plant: you tokenize the vehicle that owns it or the debt that finances it
The solar panel does not become a token. What you tokenize is the financial instrument associated with the project. Two paths. You tokenize the shares of the vehicle company (the SPV, the company that owns the plant and signs its contracts), or you tokenize a bond backed by the project's income. In both cases the token represents a transferable security, and that places it fully under Spanish securities market regulation (art. 2 Ley 6/2023).
What it means for you: the decision is not “blockchain yes or no?”. It is “do I open capital or issue debt?”. That financial choice drives everything technical. If you are not clear on it, the rest is noise.
What is tokenized in a solar project
A renewable project almost never lives inside the parent company. It lives in an SPV created for that specific park. That is where the ownership, permits, long-term power sale contract and the debt sit. Tokenizing the project means tokenizing part of that SPV.
The special purpose vehicle (SPV)
The SPV is the company that isolates the project from the rest of your business. If the tokenization goes the equity route, that company must be a public limited company (SA). A limited liability company is not suitable for tokenizing equity: the law prohibits representing its shares through transferable securities or book entries (art. 92.2 LSC). This requires incorporating or converting the SPV into an SA before issuing.
The power purchase agreement (PPA)
The PPA is the long-term power purchase agreement: your plant sells electricity to a buyer for years at an agreed price. That contract gives predictability to the project's revenues. The PPA itself is not tokenized, but the cash flows it generates can back a debt issuance. A bond whose coupons are paid with the PPA revenues is a typical case of tokenized debt in renewables.
What it means for you: if you have a firm PPA, you have a revenue story that a debt investor can understand. That weighs more than any spot market promise.
Equity or debt: how to choose the route
Tokenizing SPV shares distributes ownership and the project's future. Tokenizing debt raises money to be repaid with interest, without giving up control. The choice depends on what you want to keep and what you can commit.
| Criterion | Tokenized equity (SPV shares) | Tokenized debt (project bond) |
|---|---|---|
| What you give | Part of the SPV ownership | Promise to repay principal plus interest |
| Form of the SPV | Mandatory S.A. (art. 92.2 LSC) | S.A. or, depending on the structure, other corporate forms |
| Natural backing | Project value and results | Project cash flows, e.g. those from the PPA |
| Control | Diluted | You keep it |
| Framework | Ley 6/2023 + MiFID II, CNMV | Ley 6/2023 + MiFID II, CNMV |
In both cases the token is a transferable security under Ley 6/2023 (LMVSI, the law on securities markets and investment services) and MiFID II; it is supervised by the CNMV and falls outside MiCA under its Article 2(4). MiCA regulates crypto-assets that are not financial instruments; your share or bond is one, so MiCA does not apply.
The pieces you need to issue
The process is similar to that of any regulated security token in Spain. What changes is the underlying asset, not the legal framework.
- Appropriate SPV. S.A. if you tokenize equity. Incorporated or converted before issuing (art. 92.2 LSC).
- Issuance document. It defines the security, its rights and conditions, whether a share or a bond (art. 7 Ley 6/2023).
- ERIR. The entity responsible for registration and recording is the digital notary of the registry: it operates the system based on distributed ledger technology and certifies who holds each token. It is the key figure in the Spanish regime (art. 8 Ley 6/2023; RD 814/2023). As of 2026, the first ERIR authorized by the CNMV is Ursus-3 Capital.
- Placement plan. To whom you offer and how. If the offer is directed only at qualified investors, you avoid the prospectus obligation (art. 1.4 Regulation (EU) 2017/1129).
What it means for you: without an ERIR there is no valid registry of the tokenized security. It is not an optional step or something you set up on your own on-chain. Include it in your schedule from the start.
Case: a solar farm financed with a tokenized bond
A developer has a solar farm ready to build. Permits are in place and there is a long-term PPA signed with an industrial buyer. He does not want to give up ownership of the project, so he rules out tokenizing equity.
He decides to issue a bond from the SPV. The coupons will be paid from the PPA revenues. He structures the issuance under Ley 6/2023, registers the tokens through an ERIR and directs the offer to qualified investors so as not to have to publish a prospectus (art. 1.4 Regulation (EU) 2017/1129). The SPV keeps its form; the developer retains control; investors buy a payment right backed by a visible revenue stream.
It is a qualitative example. The figures, timelines and specific feasibility depend on each project and on your advisors. Do not take this case as a recommendation.
What to do now
Break the decision into steps before talking to anyone about technology.
- Decide the route: equity or debt. Start with the financial logic of the project.
- Review your SPV's legal form. If you are going for equity, check that it is or will be an S.A.
- If you have a PPA, study it as backing for a possible debt issuance.
- First read what asset tokenization is to establish the concepts.
- If you are going for debt, review debt and bond tokenization in Spain.
- For the regulatory framework, see how to issue a security token in Spain.
- Any term you are not familiar with, look it up in the glossary.
Frequently asked questions
Can I tokenize the solar plant directly?
No. You tokenize the shares of the SPV that owns the plant, or a bond backed by its revenues. The physical asset is not represented on-chain; the financial instrument associated with the project is.
Can an S.L. be used to tokenize the project's equity?
Not for equity. The law prohibits representing the interests of an S.L. through transferable securities or book entries (art. 92.2 LSC). To tokenize shares you need an S.A.
Does this fall under MiCA?
No. A share or a bond are financial instruments and are excluded from MiCA by its Article 2(4). They are governed by Ley 6/2023 and MiFID II, under CNMV supervision.
Do I need to publish a prospectus?
It depends on who you offer it to. If you direct the issuance only to qualified investors, it falls within the prospectus exemption (art. 1.4 Regulation (EU) 2017/1129). An offer open to the retail public changes that analysis.
What is the ERIR and why does it matter in an energy project?
The ERIR is the entity responsible for registration and recording: the digital notary that keeps the distributed ledger of the security and certifies ownership of each token (art. 8 Ley 6/2023; RD 814/2023). Without it there is no valid registration. As of 2026, the first one authorized by the CNMV is Ursus-3 Capital.
Can the PPA back the issuance?
The revenues from the PPA can back a debt issuance: the bond coupons are paid with those cash flows. The PPA is not tokenized; it provides the revenue predictability that supports the transaction. Your advisor defines the specific structure.
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 los Mercados de Valores y de los Servicios de Inversión (LMVSI): arts. 2, 7 and 8.
- Real Decreto 814/2023, on the ERIR regime.
- Directive 2014/65/EU (MiFID II), Annex I, Section C.
- Real Decreto Legislativo 1/2010, Ley de Sociedades de Capital (LSC): art. 92.2.
- Regulation (EU) 2017/1129 (Prospectus Regulation): art. 1.4.
- Regulation (EU) 2023/1114 (MiCA): art. 2(4).
