RWA Project Implementation: Guide to Choosing the Coin Issuer

With the continuous improvement and development of the RWA regulatory framework, more RWA projects are starting to land overseas. The core of RWA projects is the tokenization of real-world assets. When it comes to token issuance, due to strict regulatory requirements in various countries, project parties must prioritize compliance. The choice of the issuer is a key foundation in the compliance issues related to token issuance.

In recent years, Singapore has gradually become a "cryptocurrency paradise" favored by entrepreneurs and investors in the cryptocurrency industry due to its open regulatory attitude and well-established institutional framework. Choosing a Singapore foundation as the issuing entity for RWA projects seems to have become a common practice.

1. The Concept and Characteristics of the Foundation

Although different countries have different definitions and structures for "foundations", most foundations at least possess the following characteristics:

• Non-profit and public welfare: The foundation is established for public welfare purposes, and its operating income is only used for reinvestment, not distributed to members.
• Independent Legal Entity: The foundation, as an independent legal entity, possesses its own assets and internal governance structure.

Unlike traditional "funds", foundations are not investment tools or collections of capital pools. Traditional fund companies raise funds by issuing products, manage the capital pool to generate returns for investors, and charge management fees from it.

2. Reasons for Choosing a Foundation in the Cryptocurrency Industry

1. Non-profit nature aligns with decentralization concept: The non-profit and public welfare nature of the foundation corresponds with the decentralized characteristics of the cryptocurrency industry.

2. Complying with the community autonomy framework: The foundation does not distribute benefits to members; members participate in governance solely as managers, which aligns with the community autonomy philosophy advocated in the Web3 space.

3. The influence of the Ethereum Foundation: As the second largest cryptocurrency by market capitalization, Ethereum's choice of the foundation as its operating entity has influenced many new projects.

4. Tax incentives: Many countries provide tax exemptions or benefits to eligible foundations, which can reduce project operating costs.

It should be noted that from a legal perspective, completing the issuance of a token does not have to be done through a foundation. RWA projects can also choose traditional profit-making entities such as private limited companies or joint-stock companies as the issuer of coins. Choosing a foundation is more based on commercial considerations such as project promotion, operational costs, and tax planning.

3. Characteristics of the Singapore Foundation and Reasons for Selection

The "Singapore Foundation" is actually a common term in the cryptocurrency industry. There is no concept of a foundation in the traditional sense under Singapore law. The so-called "Singapore Foundation" refers to a legal entity recognized as a "non-profit organization," typically a company limited by guarantee.

The main reason for choosing the Singapore foundation as the issuer of the coin:

1. Open and inclusive regulatory attitude: Previously, Singapore's approval of cryptocurrency projects was relatively lenient.

2. Comprehensive legal framework: Singapore provides a comprehensive legal and regulatory environment for token issuance, covering ICOs, taxation, anti-money laundering, and other aspects.

3. Good international reputation: Singapore has a developed financial and legal infrastructure, attracting the attention of international capital.

4. Geographical convenience: Located in the same Eastern Eight Zone as China, there is no time difference, which is friendly for Chinese players and projects.

However, the situation has changed in 2025. Although not explicitly prohibited by law, the authorities in Singapore have significantly tightened the approval process for cryptocurrency-related foundations. Currently, once a foundation is found to have connections to the cryptocurrency industry, its registration application is basically unlikely to be approved.

4. Other coin issuance entities for RWA projects

Considering the restrictions of the Singapore Foundation, the following two options can be considered:

1. American Foundation

   • U.S. regulators are relatively open to token issuance.
   • Fast registration period, simple threshold requirements
   • Taking Colorado as an example, a non-profit foundation registration can be completed within a week.

2. UAE Foundation or DAO Organization

   • The structure of the UAE Foundation is similar to that of Singapore.
   • The UAE has established a complete set of regulations for DAO organizations.
   • The UAE DAO organization has independent legal status and non-profit characteristics.
   • The development prospects of cryptocurrencies in the UAE are promising, but the costs are high, suitable for large-scale projects.

V. Considerations for Choosing a U.S. Foundation

1. You need to obtain the relevant license, such as the MSB license issued by FinCEN.

2. The geopolitical relationship between China and the United States may affect long-term compliance operations.

3. The financial and corporate laws in the United States are complex, and compliance is difficult.

4. The U.S. tax review is strict and requires support from a professional tax planning team.

VI. Conclusion

In the context of unclear global cryptocurrency regulatory prospects, Chinese project teams must adhere to "compliance first" when implementing RWA projects. It is recommended to closely collaborate with a professional cryptocurrency industry legal team to jointly advance the project.