In conversations with asset managers exploring how to bring new strategies to market, a false dichotomy keeps surfacing: should we tokenize, or should we securitize? The framing suggests a choice between two competing technologies. In practice, the two concepts operate on entirely different layers of the same structure, and the most sophisticated managers are learning to use both at once rather than picking a side.
Two Different Layers, Not Two Alternatives
Securitization is a legal and economic exercise. It wraps an asset, a portfolio, or an investment strategy into a tradeable security identified by an ISIN. Vehicles such as the Actively Managed Certificate (AMC), the Tracker Certificate, and the Certified Linked Note (CLN) create legal claims that can be held, transferred, and settled by custodian banks anywhere in the world. This is what makes a strategy "bankable" — visible on Bloomberg, held in a standard custody account, and compatible with the compliance and reporting infrastructure that institutional investors already use.
Tokenization, by contrast, is a question of ownership representation. Under Switzerland's DLT Blanket Act of 2021, ownership rights can be recorded natively on a distributed ledger as a ledger-based security, with the same legal certainty as a traditional book-entry security. Tokenization answers the question of how ownership is recorded and transferred; securitization answers the question of what legal claim is being recorded in the first place.
Why the Layers Combine Rather Than Compete
Because these are different layers, they are not mutually exclusive — they are complementary. A securitized AMC or CLN issued with a Swiss ISIN can, at the same time, be represented on a distributed ledger, giving investors the settlement efficiency and transparency of DLT while preserving the legal robustness and bank compatibility of a conventional security. Equally, a Tracker Certificate can be used to make an otherwise unbankable crypto asset accessible to custodian banks and family offices that are not equipped to hold digital assets directly on-chain.
This is precisely why we see so much confusion in the market. Asset managers hear "tokenization" and assume it replaces the need for a security wrapper. It does not. A ledger-based security still needs a legal claim behind it, a prospectus or termsheet, a paying agent, and a custodian willing to hold it. Tokenization changes the settlement rail; it does not remove the need for the legal and commercial infrastructure that securitization provides.
"Asset managers often come to us asking about tokenization when what they actually need is an ISIN." — Fabio Oertle
What This Means in Practice
For an asset manager evaluating how to bring a new strategy to market, the practical starting point is rarely the ledger technology. It is the legal wrapper: what claim are investors buying, who is the counterparty, how is the strategy valued, and how will it be distributed and custodied. Once that wrapper is defined — typically an AMC for actively managed strategies, a Tracker for passive exposure, or a CLN for structured payoffs — the decision of whether to also register the security on a distributed ledger becomes a separate, secondary question about settlement infrastructure and investor base.
- Define the legal claim and issuance vehicle first (AMC, Tracker, or CLN).
- Secure an ISIN and paying agent relationship to ensure bankability.
- Decide separately whether ledger-based representation adds value for your target investor base.
- Treat DLT settlement as an enhancement to, not a replacement for, the underlying security.
The Next Chapter of Securitization
Rather than viewing tokenization as a disruptive alternative to traditional structuring, it is more accurate — and more useful — to view it as an evolution of the same discipline that has underpinned structured products for decades. The legal and commercial questions that securitization has always answered do not disappear; they are simply carried onto a more efficient settlement layer.
"Tokenization represents the next chapter of securitization." — Tom Rieder
Asset managers who understand this relationship are better positioned to make pragmatic structuring decisions, rather than chasing technology for its own sake. The winning approach is rarely "tokenization instead of securitization" — it is securitization, done well, with tokenization applied where it genuinely adds settlement and distribution value.