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Tokenized real-world assets

bStocks (BTech Holdings, Binance group)

Not approved The evidence weighs against it
Verdict
Not approved
The evidence weighs against it
Who can freeze it
Issuer can freeze
Withdrawals
A holder redeems for the share, and BTech pays no cash.
Reviewed
2026-09-23 · next 2026-12-23
Researched memo

Summary

Ketju does not approve bStocks: BTech may not sell them to any US person, and Binance group companies control every step from purchase to redemption. BTech Holdings Ltd issues bStocks. It is a Binance group company in Abu Dhabi’s financial free zone, the ADGM, and Backed Finance plays no part. The ADGM regulator, the FSRA, approved 80 bStocks prospectuses between 11 June and 22 September 2026. Each covers one class of certificates on BNB Chain for one stock or fund. Alpaca Securities, a US broker-dealer, holds one share for each certificate in a segregated account in BTech’s name. BTech holds its interest in those shares on trust for certificate holders. The holder still has no vote and no claim on the company. On BNB Chain, one private key owns the beacon behind all eight contracts we read and can replace their code at once.

Research

Issuer

CoinGecko lists 72 tokens in its ”bStocks Ecosystem” category, worth about $661 million on 23 September 2026, and links every one to binance.com/bstocks-landing. Three sources name the same issuer. The ADGM Listing Authority’s Approved Prospectuses register lists BTech Holdings Limited as issuer of 80 bStocks prospectuses. They run from Tesla, Circle, NVIDIA, Micron and SanDisk on 11 June 2026 to AMC and Cypherpunk on 22 September. Binance’s launch release of 12 June and its Academy guide both say bStocks are ”issued by BTech Holdings Limited, a Binance group affiliate.” The token contracts give the same answer. The identifier() function on the SPCXB contract returns AE000A4AVAW6, the certificate ISIN printed in the SpaceX prospectus. The other seven contracts we read also return their prospectus ISINs.

BTech Holdings Ltd (ADGM company 36283) was formed on 17 April 2026. It has two directors and 100 ordinary shares, all held by Binance Holdings (IE) Limited of Ireland. It has no staff. BTech Services Limited manages it and runs the token contracts. Nest Trading Limited acts as minting and redemption agent, and Nest Exchange Limited runs the exchange that lists the certificates. Nest Clearing and Custody Limited (Binance NCCL) clears trades and keeps the title ledger. Each is a Binance group company in the ADGM. The issuer expects no revenue, and a revolving loan from Binance NCCL pays its costs. Backed Finance, Bitget and Bybit play no part, and the ”b” in bStocks stands for Binance.

What the holder owns

A bStock is a ”Certificate representing Underlying” under paragraph 92 of Schedule 1 to the ADGM Financial Services and Markets Regulations. The FSRA deemed it a security by written determination. Ownership runs through three parties. Alpaca Securities LLC, an SEC-registered broker-dealer in New York, holds the shares in the Issuer’s Segregated Custody Account, a customer account under SEC Rule 15c3-3. BTech holds its interest in that account ”on trust for the benefit of Certificate holders.” Binance NCCL records each holder’s share of the trust in its CSD Master Ledger. The prospectus calls that ledger ”the primary record of title for all Certificates, whether held within the CSD environment or on-chain.” If BTech becomes insolvent, the shares in the segregated account and any cash awaiting reinvestment do ”not form part of the Issuer’s general assets available to its creditors.”

The SEC staff described a custodial model on January 28, 2026: a token that evidences an indirect ownership interest in a security held in custody. These certificates fit that model. xStocks, Ondo Global Markets and Dinari’s global dShares fit the synthetic model instead. The holder’s rights are still thin. The certificate carries no vote. BTech reinvests dividends in more shares, net of a 30% US withholding tax, and raises the token’s multiplier (an ERC-8056 scaled balance). The prospectus says a certificate ”represents the right to redeem a corresponding number of the Shares” and nothing more. It also says the certificate gives none of ”the same legal and beneficial ownership rights as the Shares.” The holder can recover only from the shares in custody, so if the underlying company fails, the holder bears the loss in full.

SpaceX certificate

SPCXB is a certificate over a listed share. Space Exploration Technologies Corp. listed on Nasdaq as SPCX on 12 June 2026 at an offering price of $135 and closed its first day at $161. The FSRA approved the SPCXB prospectus the same day. The prospectus describes the underlying as the Texas company’s common stock ”traded on the NASDAQ,” ISIN US84615Q1031. BTech set the issue price of the first certificates at $135, ”the intended opening price of one Underlying.” Alpaca holds the shares on the same terms as the other bStocks. We read 467,624 SPCXB in issue on 23 September, about $71 million at the market price. The prospectus allows up to 4.5 million.

At launch, BTech held borrowed shares. Every bStocks prospectus describes a Liquidity Pool Arrangement. Binance NCCL borrows shares from Alpaca under a securities borrowing agreement dated 8 June 2026. The loan was about $850,000 worth for SpaceX, Circle, NVIDIA and Micron, and $350,000 for the later names. NCCL passes the shares to Nest Trading, which delivers them into BTech’s custody account to mint the first certificates. Nest Trading then lends those certificates to market makers. Either side can recall the loans at any time. The prospectus rates the risk high. If NCCL cannot return the shares when Alpaca recalls them, the backing can run short. BTech may then delay or suspend redemptions until it buys replacements. SpaceX was one day past its IPO and had a small free float, so this risk was real at launch. The arrangement runs until the prospectus expires on 11 June 2027.

Eligibility

BTech sells the certificates under Regulation S. It sells new certificates only to an Eligible ADGM Subscriber: a Binance Platform user who has passed Binance’s KYC and states that it is in the ADGM and is not a US person. Anyone else can only buy an existing certificate, on the Binance Exchange or from a wallet outside Binance. That buyer must not be a US person or sit in a Restricted Jurisdiction. The list, ”as may be amended from time to time,” covers the United States and its territories, the United Kingdom, the EU and EEA states, and the UAE outside the ADGM. It also covers Hong Kong, Singapore, Japan, Australia, New Zealand, Türkiye and others. The US definition is wide: a US IP address, telephone number, bank account or tax form is enough. A US advisor’s client may not hold bStocks. No minimum is stated, and certificates trade in fractions to eight decimal places.

Withdrawals

A holder redeems for the share, and BTech pays no cash. The holder places a Redemption Order with Nest Trading on the Binance Platform. Alpaca moves the share from BTech’s account to the holder’s sub-account in Nest Trading’s omnibus account at Alpaca, and the token is burned. There is no fee today and no promised timeframe. Orders ”may be rejected or cancelled by the Issuer or the Redemption Agent without obligation to provide reasons.” The holder may not transfer the share to a US person for a year. Only selected market makers may redeem directly with BTech. A holder with a token in a private wallet must first deliver it back into Binance NCCL. NCCL screens the source address and may refuse the token. Until NCCL accepts it, the holder can only sell it on chain.

Who controls it

Each bStock is a beacon proxy on BNB Chain. All eight contracts we read point at the same beacon (0x156d6dce…), which points at a verified SecuritiesToken implementation (0xcfed6c46…). On 23 September 2026 the beacon’s owner() was 0x4333daf4…, an address with no code. The holder of that one private key can replace the code of every bStock at once, with no delay. The token’s admin role (0x45e35fe9…, also a plain key) can change the compliance and pause contracts, rename the token and set the dividend multiplier. Three ISSUER_ROLE holders mint and burn.

Every transfer calls a shared Compliance contract (0x53dba7aa…). It blocks a sender or receiver that an operator has put on a per-token blocklist or a global sanctions list. A blocked address can neither send nor receive, so BTech can freeze any holder. A PauseManager can stop one token or all of them. The deployed code has no forced transfer, and burn() takes tokens only from the caller. The prospectus reserves more power than the code has today. It says BTech may rescind transfers and cancel ”any or all Certificates … with or without payment.” It also says the manager ”may, on the Issuer’s instruction, introduce additional smart contract functionality including a freezing function and/or an extension of the burning function.” Because one key owns the beacon, that change needs one transaction.

Comparison

bStocks, xStocks and Ondo Global Markets all sell US stocks to non-US buyers as tokens. All three use Alpaca, and all bar US persons. The legal claim differs. An xStock is a bearer debt note of Backed Assets (JE) Limited, a Jersey issuer owned by Kraken. A security agent can enforce the pledge that secures it. xStocks issue under a base prospectus approved in Liechtenstein and run on eleven chains. An Ondo token is a note of Ondo Global Markets (BVI). A bStock is a trust interest in a share held in a segregated account. That interest should survive the issuer’s insolvency more cleanly than a secured note. xStocks also issue a SpaceX token, SPCXx, on eleven chains, while SPCXB exists only on BNB Chain and inside Binance.

The bStock holder depends on one group for the stronger claim. Binance runs the venue, the ledger, the minting and redemption agent and the keys, and it funds the issuer. Alpaca is the only service provider outside the Binance group. The prospectus lists these conflicts and says no assurance can be given that they will be managed in all cases. Binance NCCL also lent the shares behind the first certificates.

Sources

Each claim above comes from one of these sources. Where Ketju could not verify a number, the memo states that.

The asset and the chain

This memo covers the protocol. A position also holds an asset and settles on a chain. Whichever of the three holds the most power over the position decides who can freeze it. These tables describe control and do not judge quality.

ChainVerdictFreezeWhat it can do
BNB Smart ChainNot approved Issuer can freeze the validator set concentrates around one company, and the chain’s operators have halted it on purpose.
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