How ONINO Ensures Compliance for Tokenized Securities Through Regulated Infrastructure Partnerships

Issuing tokenized securities in Germany requires more than blockchain infrastructure. It requires a fully auditable compliance stack built around the Gesetz über elektronische Wertpapiere (eWpG) and supervised by BaFin. ONINO satisfies these requirements through a technical and regulatory partnership with Cashlink, a BaFin-supervised operator of crypto securities registers. The result is an issuance infrastructure that meets the specific legal obligations under German electronic securities law without compromising the programmability that tokenized assets require.

The eWpG Framework and What Compliant Issuance Requires

Germany's Electronic Securities Act (eWpG), in force since 2021, established the legal basis for issuing securities in purely digital form, eliminating the requirement for a physical global certificate. Under eWpG, digital securities must be entered into a crypto securities register (Kryptowertpapierregister) maintained by a qualified register operator. This register performs the same legal function as a traditional central securities depository: it records ownership, transfers, and encumbrances with legal certainty.

The register operator must be either a credit institution, a financial services institution, or a designated crypto securities register operator supervised by BaFin. This is a non-trivial compliance burden. Issuers cannot simply deploy a smart contract and declare it a securities register. The legal infrastructure must be maintained by an entity under ongoing regulatory supervision, subject to BaFin-mandated operational, technical, and reporting requirements.

For ONINO as a tokenization platform, this created a clear architectural requirement: integrate with a BaFin-supervised register operator rather than attempt to build and license that layer independently. That is precisely the function Cashlink fills in the partnership.

Cashlink's Role as a Regulated Infrastructure Layer

Cashlink operates as a licensed crypto securities register operator under eWpG, one of the few entities in Germany with this specific authorization. Their infrastructure handles the legal recording of digital security ownership, the processing of transfers, and the maintenance of the register in line with BaFin's technical and operational standards.

From an architecture standpoint, Cashlink acts as the regulated persistence layer. When a digital security is issued through ONINO's platform, the issuance is reflected in Cashlink's eWpG-compliant register, giving it the same legal standing as a traditionally custodied security. Investor identity verification, including KYC/AML screening, is processed in alignment with the Anti-Money Laundering Directive (AMLD) requirements applicable to securities issuers and register operators under German law.

Critically, this is not a white-label arrangement. Cashlink's register operates under its own BaFin supervision, which means the compliance obligations and audit trail requirements sit at the infrastructure level rather than being delegated entirely to the issuer. For institutional counterparties such as banks, regulated fund managers, and family offices, this distinction carries significant weight in their own due diligence processes.

How ONINO Integrates Compliance at the Protocol Level

ONINO's role in the stack is to provide the issuance and lifecycle management layer that sits above the register. This includes token design, smart contract deployment, investor onboarding, cap table management, and distribution logic. The integration with Cashlink means that every issuance action on ONINO's platform triggers the corresponding register entry through an API-connected compliance bridge.

The practical consequence is that tokenized securities issued via ONINO carry a verifiable, on-chain record that is mirrored in a legally valid eWpG register. The token itself is not simply a representation of value. It is linked to a legally enforceable ownership record maintained by a supervised entity. This satisfies the Wirksamkeitsprinzip (effectiveness principle) under eWpG, which requires that a transfer of a digital security is only legally effective when recorded in the register.

Beyond eWpG, the compliance architecture also positions issuances correctly within the broader MiFID II and MiCA framework. Securities tokens issued under eWpG fall under the prospectus regulation if they exceed certain thresholds, and ONINO's platform supports the associated documentation and investor categorization workflows. Under MiCA, crypto-assets that qualify as financial instruments, including eWpG securities, remain subject to existing financial regulation rather than falling under MiCA's lighter-touch regime for utility tokens.

Implications for Institutional Issuers and Investors

For an issuer, whether a Mittelstand company seeking mezzanine financing or a fund manager structuring a digital feeder fund, the ONINO-Cashlink stack removes the primary compliance barrier to tokenized issuance. There is no requirement to obtain a separate register operator license, no need to negotiate independently with a BaFin-supervised custodian, and no operational risk from maintaining an unlicensed securities record.

Investor-side implications are equally significant. Securities entered in a BaFin-supervised crypto securities register benefit from the same investor protections as traditionally custodied instruments under German law. Transfer restrictions can be encoded at the smart contract level, for example limiting transfers to KYC-verified wallets or restricting secondary market activity to MiFID II-compliant venues, while the underlying legal ownership record remains in a regulated environment.

For cross-border institutional investors, the eWpG framework provides a recognized legal basis that simplifies their own regulatory treatment of the position. A German electronic security under eWpG is a financial instrument for MiFID II purposes, which means portfolio classification, reporting, and custody treatment follow established frameworks rather than requiring bespoke legal analysis.

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FAQ

How do tokenized securities work under the eWpG?

Under Germany's Electronic Securities Act, digital securities are entered into a BaFin-supervised crypto securities register instead of being issued as physical certificates. Legal ownership is determined by the register entry, and transfers are only effective once recorded. Smart contracts can automate distribution and transfer logic, but the register remains the authoritative legal record.

Who regulates tokenization in Germany?

BaFin (Federal Financial Supervisory Authority) supervises crypto securities register operators under eWpG and oversees securities issuance under WpHG, the Prospectus Regulation, and applicable EU directives including MiFID II and MiCA. Issuers themselves may not require a BaFin license, but they must work through a licensed infrastructure provider for the register layer.

What are the key benefits of tokenizing real-world assets for institutional investors?

For institutional investors, tokenized RWAs issued under a recognized legal framework such as eWpG provide legal certainty of ownership, programmable transfer restrictions, automated distribution, and a verifiable audit trail. The primary advantage over traditional instruments is reduced settlement time and the ability to fractionalize positions without a separate custodial arrangement.

How does the ONINO and Cashlink partnership differ from a standard white-label arrangement?

Cashlink operates under its own BaFin supervision as a register operator and is not acting as a sub-processor for ONINO. The compliance obligations for the register sit at the infrastructure level. ONINO provides the issuance, lifecycle, and investor management layer on top, creating a two-layer architecture where regulatory accountability is distributed between two independently supervised entities.

Summary

• Germany's eWpG requires tokenized securities to be entered in a BaFin-supervised crypto securities register for legal effectiveness

• Cashlink operates as a licensed register operator under eWpG, providing the regulated persistence layer for digital securities

• ONINO's platform provides issuance, smart contract deployment, and investor lifecycle management above the register layer

• The combined stack satisfies eWpG obligations without requiring issuers to obtain their own register operator license

• Securities issued through this infrastructure are classified as financial instruments under MiFID II and fall outside MiCA's crypto-asset regime