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Tokenised equity and UK regulation
Equity tokenisation explained
Equity tokenisation for founders and investors
About Tokenising Startups
Tokenised equity is legal in the UK, and there is no separate legal category for it. Where a token represents shares in a company it is generally a specified investment under the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001, so financial promotion restrictions, prospectus obligations where relevant, and the need for authorised intermediaries all apply exactly as they would to ordinary shares. The wrapper is new; the obligations are not.
The Digital Securities Sandbox (DSS) is a joint Bank of England and FCA programme that lets firms issue, trade and settle real digital securities under modified rules. It covers equities, bonds, money market instruments, fund units and emissions allowances. Participants move through four gates, from testing to live operation, with permitted activity widening at each stage. Tokenising Startups tracks admissions and gate progressions as they are published.
Yes. Any firm legally established in the UK can apply to the Digital Securities Sandbox, regardless of size or stage, including firms not yet authorised as well as existing institutions. The application window is expected to close around March 2027, and the sandbox currently runs until December 2028 with the possibility of a government extension. Firms conduct live business with real digital securities after Gate 2.
In practice the Digital Securities Sandbox is not a route for an individual company to tokenise its cap table. It is aimed at market infrastructure — trading venues, settlement systems and the firms operating them — rather than at companies tokenising their own shares. A startup issuing tokenised equity works within existing company law and financial promotion rules, usually through an authorised platform. Tokenising Startups covers both routes separately.
Yes. FS26/1, 'Tokenisation in wholesale markets', was published on 14 September 2026 and sets out the FCA and Bank of England's response to 123 industry submissions. Respondents broadly backed the regulators' direction and named post-trade infrastructure, particularly moving collateral between parties, as the largest near-term opportunity. The regulators committed to a joint tokenisation roadmap later in 2026.
The UK's new cryptoasset regime comes into force on 25 October 2027. The Financial Services and Markets Act 2000 (Cryptoassets) Regulations 2026 were made on 4 February 2026, and the FCA published its final rules and guidance on 30 June 2026. From commencement, firms providing cryptoasset services in or to the UK need FCA authorisation and must meet Handbook, prudential, AML and SM&CR standards. Tokenising Startups tracks the run-up to that date.
Three items are on the record. The FCA and Bank of England are publishing a joint tokenisation roadmap setting target dates for regulatory work. A consultation on the opportunities and risks of tokenised gold was scheduled for 2026. And a consultation on safeguarding relevant specified investment cryptoassets (RSICs) is expected in the first half of 2027.
Yes. The UK has taken an infrastructure-first route through the Digital Securities Sandbox, run jointly by the Bank of England and the FCA, alongside a separate cryptoasset regime commencing on 25 October 2027. The EU pairs MiCA for cryptoassets with the DLT Pilot Regime for market infrastructure. Both allow live testing under modified rules, but they differ in instrument scope and in the limits placed on participants.
Companies House holds the confirmation statement and statement of capital, not a live record of who owns which share. For a UK private company the legal record of ownership is the register of members kept under the Companies Act 2006. A token can mirror or reference that register, but it does not replace it, so the statutory register must be kept accurate.
Frequently asked questions
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