Tokenizing Commercial Real Estate — An Overview

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A few statistics to start this story:

So what is tokenization?

  • Tokenization is the process of representing fractional ownership interest in an asset (utility asset or security asset) with a blockchain-based token

A common blockchain-based token used for representing an asset is an ERC20 (Ethereum-based) token — the same principles of encryption apply to an ERC20 as they do, broadly speaking, to bitcoin

  • Real estate tokenization, therefore, is the process of representing an ownership interest in real estate with a token. The detail here is what the token truly represents; tokens can represent ownership in the underlying asset, equity in a legal structure that owns the asset, an interest in debt secured by the real estate, a stream of income based on cash flows from the asset, and the list goes on!

Why would an investor or a real estate owner/manager decide to tokenize?

  • This isn’t real estate specific, necessarily; it applies to all illiquid assets
  • Tokenization created liquidity: the investment pool for tokens is truly global (anyone that meets capital requirements and has an internet connection can invest)
  • Lower investor barriers: The barriers for investor entry will likely be lowered as real estate assets become more liquid, the accredited investor restrictions may view tokenized real estate in a more liquid light — that 8.25% of all U.S. households would expand massively
  • Programmable securities: tokens can be allocated / managed through smart contracts that would automatically enact important processes, e.g. automated dividend payout through smart contracts, which would reduce costs. Even if some manual work was required, it would be less relative to not having smart contracts involved
  • Security and immutability — cryptographic encryption protects these assets, and blockchains tracking the tokens are append-only, meaning everything that has happened in the past is public to anyone who might want to look, and that includes the regulators

What are the considerations for tokenizing a piece of real estate, or any illiquid asset?

There are many considerations, and it is a delicate process to execute well.

For example, get the smart contract wrong and you’ll end up needing to burn the old tokens and airdrop (send) new tokens to investors (sometimes a lengthy process, not to mention the embarrassment).

Here are some other important considerations:

  • What does the token truly represent (shares in a special purpose vehicle that own the real estate? a right to cash flow from a property?)
  • Security regulations (is this a Reg D offering? Reg S? Reg A+? have you spoken with a relevant representative to confirm compliance if not a traditional exemption?)
  • Have you conducted KYC/AML/Accreditation? Does this just apply to U.S. KYC/AML/Accreditation or is it compliant globally?

There are many other issues to consider, including, but not limited to: tokenomics, tokenization ratio, cash flow to token holders (discretionary vs. guaranteed), tax considerations and mortgage considerations.

This all begs the question…

What are the next steps?

Well, anyone who owns real estate / manages real estate, or anyone who would like to invest in a more liquid real estate opportunity should keep reading…

Tokenization represents an incredibly opportunity to both real estate owners/managers for many reasons, including earlier access to capital and a broader investor group. This process also allows investors more liquid opportunities and the potential to become newly accredited.

However, tokenization is not a simple process and requires ample counsel and guidance from professionals with both legal, tax, auditing and technology experience.

aXpire has a strong background in technology with a fully compliant STO platform, CoinBX. We also share partners with expertise on the legal, tax and auditing aspects of tokenization and can provide a turnkey solution to interested owners of real estate and potential investors.

For more information, email with the subject like “Real Estate Tokenization” or call (707) 739–6145 for a free consultation.




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