--- title: Swiss DLT & CMTA Compliance Positioning entity: SwissChain Holding SA jurisdiction: Switzerland doc_type: infrastructure status: in_progress last_reviewed: 2026-03-09 owner: TBD evidence_level: public source_urls: [] related_docs: [] --- # CMTA - CAPITAL MARKETS AND TECHNOLOGY ASSOCIATION Tokenization Standards & Certification for SwissChain’s Equity Tokens (Regulatory & Standards Memorandum) ## I. Systemic Role within SwissChain Control Architecture In SwissChain’s architecture, the Capital Markets and Technology Association (CMTA) provides the standards and certification framework that underpins the legal and technical design of SwissChain’s tokenised participation shares. CMTA does not operate infrastructure or hold client assets; instead, it defines industry standards for issuing, representing and trading securities as tokens under Swiss law, and operates certification labels (e.g. CMTA Tokenized Shares) for issuers and service providers that comply with these standards. For SwissChain, CMTA is the reference standardsetter behind Aktionariat’s tokenisation and BX Digital’s admission rules: SwissChain’s equity tokens are designed to follow the CMTA Standard for the tokenization of shares of Swiss corporations using DLT and to use the CMTA Token (CMTAT) smartcontract framework, which is explicitly recognised by BX Digital as a compatible tokenisation standard for admission of DLT securities. This allows SwissChain to present its tokenised equity as compliant with a widely adopted Swiss standard codeveloped by leading banks, law firms and technology firms, rather than as a proprietary or adhoc structure. ## II. Legal Nature, Mandate and Market Positioning CMTA is a Genevabased, nonprofit association founded by leading participants in the Swiss financial, legal and technology sectors, with the mandate to create common standards for the issuance, distribution and trading of securities in token form using distributed ledger technology. Its membership includes major Swiss financialmarket infrastructures, banks, law firms and technology providers; CMTA describes its mission as promoting the use of DLT in capital markets by providing practical, legally sound standards that align with Swiss law and regulatory practice. CMTA is not a regulator and does not replace FINMA or the Swiss legislator. Instead, it translates the Swiss DLT legal framework—notably Article 973d ff. CO on ledger-based securities—into concrete, implementable standards for tokenisation of equity and debt. Its standards are explicitly designed to be compatible with Swiss company and securities law and to be usable by regulators, exchanges and CSDs when assessing tokenisation schemes. For example, CMTA’s equity standard is cited in legal commentary and by law firms (e.g. Lenz & Staehelin) as a key reference for tokenising shares and debt instruments as ledger-based securities under Swiss law. In terms of market positioning, CMTA has become the de facto Swiss industry standardsetter for tokenised securities: - The equity tokenisation standard (first issued in 2018, updated 2021/2022) defines how shares of Swiss corporations can be represented as tokens. - The debt tokenisation standard (2025) extends this to bonds, notes and structured products. - The CMTA Token (CMTAT) smartcontract framework, used by Aktionariat and recognised by exchanges/CSDs, provides a concrete implementation. - CMTA offers Tokenized Shares and Tokenized Debt certification labels for issuers and platforms that follow its standards. For SwissChain, aligning with CMTA therefore means aligning with what Swiss regulators, exchanges (like BX Digital) and institutional infrastructure providers expect when evaluating tokenised securities. ## III. CMTA Equity Standard & SmartContract Framework (CMTAT) The CMTA Standard for the tokenization of shares of Swiss corporations using DLT (“Equity Standard”) sets out the legal and technical requirements for tokenising shares as ledger-based securities under Swiss law. Key elements include: - Article 973d CO alignment: The standard explains how tokenised shares qualify as ledger-based securities by being recorded in a DLT register that ensures integrity, issuer control and availability, and by binding shareholders through tokenisation terms that make the ledger the authoritative record of ownership. - Requirements & recommendations: It lists mandatory requirements (e.g. DLT properties, tokenisation terms, corporate documentation) and bestpractice recommendations for issuers who wish to claim compliance. - Tokenisation terms: The issuer must adopt “tokenisation terms” that formalise that shares are represented by tokens, that rights are exercised through the ledger, and that transfers occur exclusively via the ledger; these terms bind all subsequent acquirers and are central to legal enforceability. - Smartcontract obligations: The smart contract must ensure that tokens “behave like shares”, i.e. support capital increases, share splits and other corporate actions, and enforce restrictions such as transfer limitations where required. It must also satisfy technical requirements corresponding to Art. 973d para. 2 CO. To simplify implementation, CMTA provides a reference smart contract, the CMTAT (CMTA Token), which issuers can use directly or adapt subject to CMTA review. To comply with the standard, issuers must either: (a) use the CMTAT contract provided by CMTA, or (b) deploy a different contract that CMTA has reviewed and approved as equivalent. The CMTAT framework supports Ethereum and compatible distributed ledgers, and its functions are designed to enable ledger-based securities while remaining compatible with institutional custody and exchange integration. SwissChain’s tokenised participation shares, implemented via Aktionariat, are built on this CMTA equity standard and the CMTAT framework, which is explicitly recognised by BX Digital as a “recognised tokenisation standard” for equity DLT securities. ## IV. Certification Labels: CMTA Tokenized Shares / Debt CMTA operates a certification scheme for tokenised securities that comply with its standards. The CMTA Tokenized Shares Certification is a label that Swiss companies can apply for once they have tokenised their shares in accordance with the equity standard. The certification confirms that:
The issuer is a Swiss corporation whose shares have been tokenised as ledger-based securities under Article 973d CO. - The tokenisation follows CMTA’s equity standard, including tokenisation terms and smartcontract requirements. - A CMTAapproved smart contract framework (e.g. CMTAT) has been used or validated. Similarly, CMTA offers a Tokenized Debt certification mark for issuers of tokenised debt instruments (digital bonds, notes, tokenised structured products) that follow its debttokenisation standard. These labels are intended to provide quick external validation to regulators, exchanges, banks and investors that a tokenisation scheme meets industry best practice and Swiss legal requirements. For SwissChain, obtaining CMTA Tokenized Shares certification (once the BX Digital listing and documentation are in place) would add an additional layer of assurance and branding: the company could present its equity tokens as not only legally compliant and exchangelisted, but also independently certified as meeting CMTA standards. This is highly relevant for institutional investors and for future crossplatform integrations (e.g. with SDX or other DLT venues) that reference CMTA labels. ## V. Extension to Debt & Structured Products (FutureProofing) In 2025, CMTA published a Standard for the tokenization of debt instruments using DLT, providing guidance on how to issue bonds, notes and other debt as ledger-based securities under Article 973d CO. The standard identifies eligible securities, outlines the tokenisation process steps, addresses AML/sanctions considerations and provides model documentation such as tokenisation terms, board resolutions and internal regulations. The corresponding CMTA Tokenized Debt certification label confirms that tokenised debt securities (e.g. digital bonds, tokenised structured products) comply with this standard. While SwissChain’s immediate focus is equity listing on BX Digital, these CMTA debt standards are strategically important: they create a pathway to future tokenised debt or structured products (e.g. financing instruments, notes linked to SwissChain or SwissChainrelated assets) that can integrate into the same DLT ecosystem (Aktionariat, BX Digital, InCore, SDX) under consistent standards. Aligning from the outset with CMTA’s equity standard positions SwissChain to leverage the debt standard later without needing to redesign the legal or technical foundations of its tokenisation stack. ## VI. Integration with Aktionariat, BX Digital and SwissChain Stack CMTA’s standards and certification framework are reflected throughout SwissChain’s stack: - Aktionariat tokenisation: Aktionariat’s smartcontract framework for tokenised shares is built on the CMTA CMTAT model and explicitly aligned with the CMTA equity standard; its legal documentation (articles of association amendments, tokenisation terms) is drafted to meet CMTA and Article 973d CO requirements. This ensures that SwissChain’s participation shares, once tokenised, fit naturally within CMTA’s definition of “tokenized shares”. - BX Digital admission: BX Digital’s technical compatibility criteria and its list of recognised tokenisation standards reference CMTA standards and CMTATstyle contracts as acceptable implementations for DLT equity securities. SwissChain’s use of CMTAaligned tokenisation via Aktionariat thus directly satisfies BX Digital’s expectations, facilitating admission and reducing legal diligence complexity. - Future CMTA certification: Once SwissChain’s tokenised shares are fully implemented and listed, the company can seek CMTA Tokenized Shares certification, adding a recognised label that can be displayed in investor materials and listing documentation and referenced by auditors and regulators as evidence of adherence to Swiss industry standards. In narrative terms, CMTA provides the “normative backbone” of SwissChain’s tokenisation and listing story: Aktionariat implements CMTA standards onchain; BX Digital is the FINMA-licensed venue that accepts CMTAcompliant tokens; InCore Bank and other infrastructure partners (DFNS, Fireblocks, SDX, etc.) participate in the broader Swiss ecosystem that has coalesced around CMTA’s standards. ## VII. Auditability, Supervisory Defensibility and Strategic Implications Adhering to CMTA standards significantly enhances the auditability and supervisory defensibility of SwissChain’s tokenised equity. CMTA’s equity and debt standards translate abstract legal requirements of Article 973d CO into concrete checklists of requirements and recommendations that auditors and regulators can verify: characteristics of the DLT register, content of tokenisation terms, smartcontract functions, and corporate documentation. Using CMTATstyle contracts and CMTAcompliant terms makes it easier for legal counsel to issue opinions, for auditors to understand the structure, and for regulators or listing venues to assess whether SwissChain’s tokenisation meets Swiss legal expectations. Strategically, positioning CMTA explicitly in SwissChain’s documentation allows the company to argue that its equity tokenisation is not experimental or bespoke, but built on Swiss national standards codeveloped by major banks, law firms and infrastructures, and recognised by exchanges like BX Digital. Pursuing CMTA Tokenized Shares certification would further strengthen this message by adding a visible, independent label. Together with Aktionariat (implementation), BX Digital (regulated trading venue) and InCore Bank (market maker and paying agent), CMTA’s standards complete SwissChain’s story as a technology holding that embraces the most mature Swiss legal and industry framework for tokenised securities, supporting both regulatory acceptance and institutional investor confidence.