Tokenisation, NFTs and crypto-assets and digital assets

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The newest chapter in the financialisation of art is tokenisation. A work can be held by a company whose shares are issued as tokens on a blockchain, which allows investors to acquire fractions of a painting and to trade them. Switzerland created a legal basis for such instruments with the Federal Act on the Adaptation of Federal Law to Developments in Distributed Ledger Technology, in force since 2021. It introduced ledger-based securities into the Code of Obligations. FINMA had earlier published guidance on initial coin offerings that classifies tokens as payment, utility or asset tokens. Asset tokens representing fractions of a work of art will in many cases qualify as securities, with the consequences that follow under financial market law.¹

Non-fungible tokens (NFTs) raised a different question, because they often represent a digital work itself. Their market reached a peak in 2021, when an auction house sold a digital collage by the artist known as Beeple for about sixty-nine million US dollars. Turnover declined sharply in 2022 and 2023, as the Art Basel and UBS Global Art Market Report documented. Art Basel and several galleries experimented with digital art during this period. Under Swiss law, the qualification of an NFT depends on its function. An NFT that functions solely as a collectible is generally outside financial market regulation, whereas a token that promises a share of income or appreciation may be treated as a security.²

The money laundering risks of tokenised art combine those of the art market with those of crypto-assets and digital assets. Payments in crypto-assets and digital assets can obscure the origin of funds, while the pseudonymity of wallets can conceal the identity of buyers and sellers. Marketplaces with weak controls may also allow wash trading, in which parties buy works from themselves to inflate prices. Swiss law treats providers of services involving crypto-assets and digital assets as financial intermediaries, which must apply the travel rule to transfers. The author's practice in the regulation of crypto-assets and digital assets suggests that a well-structured tokenisation can make art transactions more transparent, because a blockchain records every transfer.³ That record is only as reliable as the identification of the parties at its entry and exit points.

Notes

Federal Act on the Adaptation of Federal Law to Developments in Distributed Ledger Technology of 25 September 2020 (DLT Act), in force in stages in 2021, introducing ledger-based securities (Art. 973d ff. CO); FINMA Guidance on initial coin offerings (16 February 2018). To be verified. ↩
On the sale of Beeple's Everydays: The First 5000 Days at Christie's in March 2021 for about USD 69 million and the subsequent development of the NFT market, see the Art Basel and UBS Global Art Market Report (editions 2022–2024); on the regulatory qualification of NFTs, see the publications of FINMA and the Swiss literature. Figures to be verified. ↩
On the money laundering risks of NFTs and tokenised art, see the FATF report (2023), cited above, and FATF, Updated Guidance for a Risk-Based Approach to Virtual Assets and Virtual Asset Service Providers (October 2021); on the travel rule in Switzerland, see Art. 10 of the FINMA Anti-Money Laundering Ordinance. To be verified. ↩

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of August 2025.

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Dr Alexander Ressos, TEP

Rechtsanwalt/Attorney-at-Law

I am a Swiss attorney-at-law and also admitted as a solicitor in Hong Kong and in England & Wales, with almost 25 years of experience.

Together with my multilingual team, including Chinese, Japanese, Korean, Russian, Ukrainian and French native speakers, I advise companies and their owners from around the world on the full range of banking, corporate, commercial and tax law matters in Switzerland, including international tax planning, fiduciary services, and legal family office services including immigration & relocation or real estate investments. My practice has a particular focus on clients from growth and frontier markets in Greater China, Central Asia and the Caucasus, the rest of Asia, the Middle East, Africa and Latin America, and I equally advise clients from Europe and North America. Through an affiliated Swiss trust company, we also take care of the incorporation and ongoing administration of their companies and other structures, including accounting, tax returns and corporate secretarial services, and I serve as a professional director where required. With the support of a network of first-class cooperation partners, I also implement solutions worldwide.

My approach is to act as a trusted advisor who works directly with decision-makers, on an equal footing: I start from what you want to achieve and shape every structure, contract and tax decision around your commercial goals and how it improves your after-tax return. As “lawyers who make it happen”, my team and I stay involved until your company is set up, your structure is in place and your transaction has closed, and we remain available for any follow-on work that may be required. You benefit from bespoke solutions and personal attention, and sound, friendly and practical advice. We are not the lowest-cost provider in the market, nor do we intend to be; our aim is to deliver well-founded, proper solutions and excellent value for money.

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Tokenisation, NFTs and crypto-assets and digital assets

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