On February 6, 2026, eight departments, including the People's Bank of China, jointly issued the "Notice on Further Preventing and Handling Risks Related to Virtual Currencies," and the China Securities Regulatory Commission issued the "Regulatory Guidelines for the Issuance of Asset-Backed Securities Tokens Overseas by Domestic Assets" (hereinafter referred to as the "Guidelines"), marking the end of the "regulatory vacuum" in this field. The Guidelines establish a management framework centered on a "registration system" and set a clear negative list for entry, aiming to "open the right door and block the wrong path." This provides a clear path for compliant institutions to participate in global RWA innovation, which is beneficial to the healthy development of the industry in the long term, while also placing higher demands on the compliance capabilities and risk control levels of participating institutions.

Guoxin Financial's Viewpoint:

(1) Main contents: The Guidelines establish a clear regulatory framework for the issuance of asset-backed securities tokens (RWA) by domestic assets overseas for the first time.Its core is the implementation of a "registration system".The regulations require domestic entities to file with the China Securities Regulatory Commission (CSRC) before commencing business operations and have established a negative list that includes national security, entity compliance, and asset quality, aiming to bring such innovative businesses into a compliant regulatory framework.

(2) Impact on RWA services:The guidelines provide crucial direction for RWA business to shift from "unregulated growth" to "compliance-driven competition." In the short term, this will prompt the market to weed out non-compliant projects, but in the long run, by eliminating policy uncertainty, it lays a foundation for sustainable development for the industry and guides market competition to focus on asset quality and compliance capabilities, rather than hype and speculation.

(3) Impact on relevant securities and financial institutions:The new regulations bring clear business growth to investment banks with experience in cross-border securitization.At the same time, it places higher demands on the compliance and risk control capabilities of participating institutions, increasing compliance costs. Institutions that are familiar with traditional finance and blockchain technology and have multi-skilled personnel will have a first-mover advantage.

1.Key policy elements: Establishing a regulatory framework centered on a "registration system".

This newly released "Guideline" is the first systematic response from Chinese regulators to the financial innovation of securitizing and tokenizing domestic assets overseas. Its core points can be summarized in the following three aspects:

1. Clearly define and apply the scope of the application.The guidelines clearly define the concept of "issuance of asset-backed securities tokens overseas using domestic assets," which refers to activities that use domestic asset cash flow as support and leverage encryption and distributed ledger technologies to issue tokenized equity certificates overseas. This clarifies the regulatory target and brings RWA tokenization under the scope of securities regulation.

2. Establish the "registration system" as the core of management.This is the core mechanism of the Guidelines. It requires the domestic entity that actually controls the underlying assets ("domestic filing entity") to file with the China Securities Regulatory Commission (CSRC) and submit a complete set of materials before commencing business operations. The CSRC reviews the materials; those that are complete and compliant are filed and publicized, while those that are non-compliant are not filed.

3. Establish a negative list and ongoing regulatory requirements.Article 3 of the Guidelines details six categories of situations in which related businesses are prohibited, including national security risks, serious violations of laws and regulations by the entity, and disputes over the ownership of underlying assets, thus drawing clear "red lines" for market participants. At the same time, it requires registered entities to fulfill their post-issuance reporting obligations in cases of issuance completion or significant risks, and emphasizes cross-border regulatory cooperation, forming a comprehensive regulatory approach covering pre-issuance, during-issuance, and post-issuance stages.

2.Impact on RWA Business: A Watershed Moment from "Wild Growth" to "Compliance Race"

The guidelines are a milestone for the nascent RWA business in China and will have a far-reaching impact.

Short-term market clearing and elimination of uncertainty.In the short term, some projects attempting to skirt the rules, lacking proper qualifications, or posing compliance risks will be forced to exit the market, potentially temporarily suppressing market activity. However, the clear rules provide direction for willing and capable institutions, avoiding the extreme risks of a "one-size-fits-all" policy.

By laying a long-term foundation for compliant development, we can attract traditional mainstream funds.In the long run, the Guidelines lay the foundation for the sustainable development of RWA business. Successful registration and public announcement are tantamount to obtaining an implicit regulatory endorsement, which will greatly enhance the confidence of overseas investors. This will help attract mainstream funds such as traditional financial institutions and asset management companies that were previously hesitant about RWA, bringing incremental funds and a more stable development ecosystem to the industry.

The business model is guided by the principles of "asset is king" and "compliance is fundamental".Under policy guidance, the core competitiveness of businesses will return to the quality of assets themselves and compliance capabilities. Institutions that can identify and integrate high-quality underlying assets (such as trade receivables, leased assets, and compliant real estate) and possess strong compliance filing and information disclosure capabilities will stand out. Market competition will shift from simple technology and concept hype to a comprehensive contest of strengths in asset selection, structural design, and compliant operation.

3.Impact on relevant financial institutions: Opportunities and challenges coexist.

Investment banks and securitization service providers are adding new core business lines, and investment banks with experience in cross-border securitization will directly benefit.These companies can provide a one-stop service for enterprises, from structuring underlying assets and designing issuance structures to filing with the China Securities Regulatory Commission (CSRC). This business is expected to become a new growth point for their asset securitization business. For international subsidiaries of securities firms, their advantages in connecting domestic assets with overseas issuance channels will become even more prominent.

Fintech and compliance technology companies are entering a new market.The demand for technical solutions related to information disclosure, evidence storage, and compliance monitoring for RWA (Resource-Based Data Management) businesses will emerge. Technology companies capable of providing compliant, transparent, and efficient data management systems based on blockchain will find important application scenarios.

Compliance costs and barriers to entry for professionals are the main challenges.For participants, the main challenges lie in rising compliance costs and the scarcity of multi-skilled talent. Establishing a compliance and risk control system that meets both domestic registration and overseas issuance requirements requires significant resource investment. Meanwhile, talent with expertise in both traditional securitization and blockchain technology and cross-border regulations will become a highly sought-after resource in the market.

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