REGULATION OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL Formatted: Centered

on Markets in Crypto-assets, and amending Directive (EU) 2019/1937 2020/0265 (COD)

MiCA FINALDRAFT COMPROMISES

ON BEHALF OF MEP BERGER

Version of 21 February

for the ECON vote on 28 February 2022 Formatted: Intérêt EEE, Left

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Compromise L: Citations and Recitals
Covering AMs 1, 16-138, 144-148, AMs fall if compromise is adopted

T HE EUROP EAN PARLIAMENT AND THE COUNCIL OF T HE EUROP EAN UNION,

Having regard to the T reaty on the Functioning of the European Union, and in particular Article 114 thereof,
Having regard to the proposal from the European Commission,
After transmission of the draft legislative act to the national parliaments,
Having regard to the opinion of the European Central Bank1 ,
Having regard to the opinion of the European Economic and Social Committee2 ,
1) T he Commission’s communication on a Digital Finance Strategy 3 aims to ensure that the Union’s financial
services legislation is fit for the digital age, and contributes to a future-ready economy that works for the
people, including by enabling the use of innovative technologies. T he Union has a stated and confirmed
policy interest in developing and promoting the uptake of transformative technologies in the financial sector,
including blockchain and distributed ledger technology (DLT).
(1a) In practice, DLT refers to the protocols and supporting infrastructure that enable nodes in a network to
propose, validate, and record state changes or updates consistently across a network’s nodes – without
the need to rely on a central trusted party to obtain reliable data. DLT is built upon public-key
cryptography, a cryptographic system that uses pairs of keys: public keys, which are publicly known and
essential for identification, and private keys, which are kept secret and are used for authentication and
encryption.
(2) In finance, crypto-assets are one of the major DLT applications. Crypto-assets are digital representations of
value or rights that have the potential to bring significant benefits to both market participants and consumers.
By streamlining capital-raising processes and enhancing competition, issuances of crypto-assets can allow
for a cheaper, less burdensome and more inclusive way of financing small and medium -sized enterprises
(SMEs). When used as a means of payment, payment tokens can present opportunities in terms of cheaper,
faster and more efficient payments, in particular on a cross-border basis, by limiting the number of
intermediaries. It is expected that numerous applications of blockchain technology that have not yet been
fully studied will create new types of business activity and business models which, together with the crypto-
asset sector itself, will lead to economic growth and new employment opportunities for Union citizens.
(2a) A crypto-asset can be considered to be an asset that depends primarily on cryptography and DLT or
similar technology as part of its perceived or inherent value, that is neither issued nor guaranteed by a
central bank or public authority, and that can be used as a means of exchange or for investment purposes.
(3) Some crypto-assets qualify as financial instruments as defined in Article 4(1), point (15), of Directive
2014/65/EU of the European P arliament and of the Council4 . Other crypto-assets potentially qualify as
´deposits´ as defined in Article 2 (1), point (3) of Directive 2014/49/EU of the European Parliament and
the Council. Because of the specific features linked to their innovative and technological aspects,
however, it is necessary to clearly identify the requirements for classifying a crypto-asset as a financial

1
OJ C […], […], p. […].
2
OJ C , , p. .
3
Communication from the Commission to the European Parliament, the European Council, the Council, the European Economic
and Social Committee and the Committee of the Regions on a Digital Finance Strategy for EU COM(2020)591.
4
Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and
amending Directive 2002/92/EC and Directive 2011/61/EU (OJ L 173, 12.6.2014, p. 349).

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 instrument. For that purpose, the European Securities and Markets Authority (ESMA) should be tasked
by the Commission with publishing guidelines in order to reduce legal uncertainty and guarantee a level
playing field for market operators. The majority of crypto-assets, however, currently fall outside of the
scope of Union legislation on financial services. T here are no rules for services related to crypto-assets,
including for the operation of trading platforms for crypto-assets, the service of exchanging crypto-assets
against fiat currency or other crypto-assets, or the custody of crypto-assets. T he lack of such rules leaves
holders of crypto-assets exposed to risks, in particular in areas not covered by consumer protection rules.
T he lack of such rules can also lead to substantial risks to market integrity in the secondary market of crypto-
assets, including market manipulation and financial crime. T o address those risks, some Member States
have put in place specific rules for all – or a subset of – crypto-assets that fall outside Union legislation on
financial services. Other Member States are considering to legislate in this area.
(4) T he lack of an overall Union framework for crypto-assets can lead to a lack of users’ confidence in those
assets, which will hinder the development of a m arket in those assets and can lead to missed opportunities
in terms of innovative digital services, alternative payment instruments or new funding sources for Union
companies. In addition, companies using crypto-assets will have no legal certainty on how their crypto-
assets will be treated in the different Member States, which will undermine their efforts to use crypto-assets
for digital innovation. The lack of an overall Union framework on crypto-assets could also lead to regulatory
fragmentation, which will distort competition in the Single Market, make it more difficult for crypto-asset
service providers to scale up their activities on a cross-border basis and will give rise to regulatory arbitrage.
T he crypto-asset market is still modest in size and does not yet pose a threat to financial stability. It is,
however, likely that a subset of crypto-assets which aim to stabilise their price by linking their value to a
specific asset or a basket of assets could be widely adopted by consumers. Such a development could raise
additional challenges to financial stability, monetary policy transmission or monetary sovereignty.
(5) A dedicated and harmonised framework is therefore necessary at Union level to provide specific rules for
crypto-assets and related activities and services and to clarify the applicable legal framework. Such
harmonised framework should also cover services related to crypto-assets where these services are not yet
covered by Union legislation on financial services and respecting the sovereignty of the Member States.
Such a framework should support innovation and fair competition, while ensuring a high level of consumer
protection and market integrity in crypto-asset markets. A clear framework should enable crypto-asset
service providers to scale up their business on a cross-border basis and should facilitate their access to
banking services to run their activities smoothly. The proportionate treatment of issuers of crypto-assets
and service providers, guaranteeing an equal chance of market access and development in the Member
States should be ensured. A Union framework should also ensure financial stability and address monetary
policy risks provide for proportionate treatment of the different types of crypto-assets and issuing set-ups,
thus allowing equal opportunities for market entry and ongoing and future development. It should also
ensure financial stability that could arise from crypto-assets that aim at stabilising their price by referencing
a currency, an asset or a basket of such. While increasing consumer protection, market integrity and financial
stability through the regulation of offers to the public of crypto-assets or services related to such crypto-
assets, a Union framework on markets in crypto-assets should not regulate ensure that the underlying
technology and should allow for the use of both permissionless and permission-based distributed ledgers
are climate friendly and in line with the Union green deal objectives . Union legislation does not impose
unnecessary and disproportionate regulatory burdens in the use of technology since the Union and the
Member States seek to maintain competitiveness on a global market. Proper regulation maintains the
competitiveness of the Member States on international financial and technological markets and provides
clients with significant benefits in terms of access to cheaper, faster and safer financial services and asset
management.
(5a) The consensus mechanisms used for the validation of transactions can have a substantial environmental
impact. That is particularly the case for the consensus mechanism known as proof-of-work, which
requires participating miners to solve computational puzzles and compensates them in proportion to their

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 computational effort. Rising prices of the associated crypto-asset, as well as the frequent replacement of
mining hardware, create incentives for increases in computational power. As a result, today, proof-of-
work is often associated with high energy consumption, a material carbon footprint and significant
generation of electronic waste. Those characteristics may could undermine Union and global efforts to
achieve climate and sustainability goals, until other more climate friendly and not energy intensive
solutions emerge. The best-known application of the proof-of-work consensus mechanism is Bitcoin.
According to most estimates, the energy consumption of the Bitcoin network equals that of entire
countries. Moreover, during the period 1 January 2016 to 30 June 2018, the Bitcoin network was
responsible for up to 13 million metric tons of CO2 emissions. It has been estimated that each Bitcoin
transaction deploys 707 kWh of electricity power. The increasing energy consumption was accompanied
by a growth in mining equipment and the generation of significant electronic waste. It is therefore urgent
to highlight the need for consensus mechanisms to deploy more environmentally friendly solutions and
call the the Commission to identify those consensus mechanisms that could pose a threat to the
environment having regard to energy consumption, carbon emissions, depletion of real resources,
electronic waste and the specific incentive structures. Unsustainable consensus mechanisms should only
be applied on a small scale.
(5aa) Crypto-assets relying on the ‘proof of work’ method as consensus mechanism to validate transactions
indirectly cause considerable carbon emissions and affect the climate and the environment negatively
today. This is due to the proof of work method's currently intensive and inefficient use of electricity, often
generated from fossil energy sources outside of the Union. The deployment of the proof of work method,
as it stands today, is unsustainable and undermines the achievement of the climate objectives under the
Paris Agreement. However, as other industries (such as the video games and entertainment industry, data
centers, other tools deployed in the financial and banking industry and beyond) also consume energy
resources which are not climate friendly, it is an important issue for the Union to tackle in its
environmental legislation, as well as in relationships and agreements with third countries on the global
scale. In this context, the Commission should work towards a holistic legislative approach which would
be better placed to address such issues in a horizontal manner. White papers of crypto assets relying on
the proof of work method should include an independent assessment of the crypto asset’s likely energy
consumption.
(5b) With regard to its harmonised framework, the Union should also consider the need for a global
conference on the regulation of crypto-assets in order to find jointly agreed solutions and avoid legislative
‘dumping’ that would jeopardise the financial and banking stability of Member States, and to prevent the
creation of legislative discrepancies that are detrimental to consumer protection.
(5c) In line with the objectives of the Sustainable Finance Agenda, requirements regarding sustainability-
related disclosures as defined in Regulation (EU) 2019/2088 of the European Parliament and of the
Council5 and the EU Taxonomy for sustainable activities should also apply to crypto assets as well as to
crypto-asset service provider and issuers.
(6) Union legislation on financial services should not favour one particular technology be based on the principle
‘same business, same risks, same rules’ and follow a technologically neutral approach. Crypto-assets that
qualify as ‘financial instruments’ as defined in Article 4(1), point (15), of Directive 2014/65/EU or
as ´deposits´ as defined in Article 2 (1), point (3) of Directive 2014/49/EU of the European Parliament
and the Council should therefore remain regulated under the general existing Union legislation, including
Directive 2014/65/EU and Directive 2014/49/EU respectively, regardless of the technology used for their
issuance or their transfer. Moreover, crypto-assets that have the same or highly similar features to financial
instruments should be treated as equivalent to financial instruments, insofar they provide profit or
governance rights or a claim on a future cash flow. Such crypto-assets should be subject to Union
5
Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainability‐related
disclosures in the financial services sector (OJ L 317, 9.12.2019, p. 1).

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 financial services legislation and not to this Regulation. In order to achieve legal clarity with regard to
which crypto-assets fall under the scope of this Regulation and which crypto-assets are excluded, ESMA
should specify the conditions under which a crypto-asset should be treated as a financial instrument
based on its substance and regardless of its form.
(7) Crypto-assets and central bank money issued based on DLT or in digital form issued by central banks
acting in their monetary authority capacity or by other public authorities should not be subject to the Union
framework covering crypto-assets, and neither should services related to crypto-assets and central bank
money issued based on DLT or in digital form that are provided by such central banks or other public
authorities.
(8) Any legislation adopted in the field of crypto-assets should be specific, future-proof, and able in keeping
pace with innovation and technological developments and be founded on an incentive-based approach to
secure continued legal adequacy of Member States alongside the rapid innovation of the industry.
‘Crypto-assets’ and ‘distributed ledger technology’ should therefore be defined as widely as possible to
capture all types of crypto-assets, which have or may have a financial use, can be transferred between
holders and which currently fall outside the scope of Union legislation on financial services. Such
legislation should also contribute to the objective of combating money laundering and the financing of
terrorism. Any definition of ‘crypto-assets’ should therefore correspond to the definition of ‘virtual assets’
set out in the recommendations of the Financial Action T ask Force (FATF) 6 . For the same reason, any list
of crypto-asset services should also encompass virtual asset services that are likely to raise money-
laundering concerns and that are identified as such by the FAT F harm the monetary policies of Member
States.
(8a) This Regulation should only apply to crypto-assets that are able to be transferred among holders without
the issuer’s permission. Crypto-assets that are unique and not fungible with other crypto-assets, which
are not fractionable and are accepted only by the issuer, including merchant’s loyalty schemes, represent
IP rights, guarantees, certificate authenticity of a unique physical asset, or any other right not linked to
the ones that financial instruments bear, and are not accepted to trading at a crypto-asset exchange,
should be excluded from the scope of this Regulation. The fractional parts of a unique and non-fungible
crypto-asset should not be considered unique and not fungible. The sole attribution of a unique identifier
to a crypto-asset is not sufficient to classify it as unique or non-fungible. Similarly, this Regulation also
does not apply to crypto-assets representing services, digital or physical assets that are unique, indivisible
and non-fungible, such as product guarantees, personalised products or services, or real estate. However,
this Regulation should apply if the non-fungible token grants to the holder or its issuer specific rights
linked to those of financial instruments, such as profit rights or other entitlements. In those cases, the
tokens may then be assessed and treated as security tokens, and be subject, together with the issuer, to
various requirements under relevant pieces of financial market legislation, such as Directive (EU)
2015/849 of the European Parliament and of the Council 7 , Directive 2014/65/EU, Regulation (EU)

6
FATF (2012-2019), International Standards on Combating Money Laundering and the Financing of Terrorism & Proliferation,
FATF, Paris, France (www.fatf-gafi.org/recommendations.html).
7
Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015 on the prevention of the use of the
financial system for the purposes of money laundering or terrorist financing, amending Regulation (EU) No 648/2012 of the
European Parliament and of the Council, and repealing Directive 2005/60/EC of the European Parliament and of the Council and
Commission Directive 2006/70/EC (OJ L 141, 5.6.2015, p. 73.)

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 2017/1129 of the European Parliament and of the Council8 , Regulation (EU) No 596/2014 9 and the
Directive 2014/57/EU of the European Parliament and of the Council1 0 .
(8b8c)For crypto-assets that are unique and not fungible with other crypto-assets, that are not fractionable and
that are accepted only by the issuer, that represent IP rights, guarantees, certificate authenticity of a
unique physical asset such as a piece of art, or any other right not linked to the ones that financial
instruments bear, and that are not accepted to trading at a crypto-asset exchange, it is proposed to
consider whether a Union-wide bespoke regime should be proposed by the Commission.
(9) A distinction should be made between three sub-categories of crypto-assets, which should be subject to more
specific requirements. T he first sub-category consists of a type of crypto-asset which is intended to provide
digital access to a good or service, available on DLT , and that is only accepted by the issuer of that token
(‘utility tokens’). Such ‘utility tokens’ have non-financial purposes related to the operation of a digital
platform and digital services and should be considered as a specific type of crypto-assets and their issuers
should be exempt from the application of this Regulation unless offered for investment purposes. Specific
types of utility tokens, such as those used to ensure access to services, reward schemes to customers,
mining reward tokens, and others, should be exempt from regulation even if offered to the public as soon
as such an offering is not made for investment or payment purposes. A second sub-category of crypto-
assets are ‘asset-referenced tokens’. Such asset-referenced tokens aim at maintaining a stable value by
referencing several currencies that are legal tender, one or several commodities, one or several crypto-assets,
or a basket of such assets. By stabilising their value, those asset-referenced tokens often aim at being used
by their holders as a means of payment to buy goods and services and as a store of value. A third sub-
category of crypto-assets are crypto-assets that are intended primarily as a means of payment aim at
stabilising their value by referencing only one fiat currency. T he function of such crypto-assets is very
similar to the function of electronic money, as defined in in Article 2, point 2, of Directive 2009/110/EC of
the European P arliament and of the Council1 1 . Like electronic money, such crypto-assets are electronic
surrogates for coins and banknotes and are used for making payments. T hese crypto-assets are defined as
‘electronic money tokens’ or ‘e-money tokens’. The definition of the different crypto-assets regulated by
this Regulation should not allow for arbitrary decision as to the type of such crypto-assets. The crypto-
assets that are the subject of this Regulation should be defined, first, based on objective technical criteria
and second, on their intended use directly linked to such technical design and criteria. The in-practice
use of the various concepts of crypt-assets would in most cases be difficult to predict in the emerging and
rapidly innovating market. Furthermore, an objective approach shouldbe adopted when determining
whether a token is a non-financial instrument and subject to this Regulation or else a financial
instrument and therefore subject to other applicable Union legislation on markets and financial
instruments. Such legal certainty is crucial in order to attract investment and procure fast development
while preserving consumer and investor protection.
(10) Despite their similarities, electronic money and crypto-assets referencing a single fiat currency differ in
some important aspects. Holders of electronic money as defined in Article 2, point 2, of Directive
2009/110/EC are always provided with a claim on the electronic money institution and have a contractual

8
Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published
when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (OJ L
168, 30.6.2017, p. 12)
9
Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse
regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives
2003/124/EC, 2003/125/EC and 2004/72/EC (OJ L 173, 12.6.2014, p. 1).
10
Directive 2014/57/EU of the European Parliament and of the Council of 16 April 2014 on criminal sanctions for market abuse
(market abuse directive) (OJ L 173, 12.6.2014, p. 179).
11
Directive 2009/110/EC of the European Parliament and of the Council of 16 September 2009 on the taking up, pursuit and
prudential supervision of the business of electronic money institutions amending Directives 2005/60/EC and 2006/48/EC and
repealing Directive 2000/46/EC (OJ L 267, 10.10.2009, p. 7).

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 right to redeem their electronic money at any moment against fiat currency that is legal tender at par value
with that currency. By contrast, some of the crypto-assets referencing one fiat currency which is legal tender
do not provide their holders with such a claim on the issuers of such assets and could fall outside the scope
of Directive 2009/110/EC. Other crypto-asset referencing one fiat currency do not provide a claim at par
with the currency they are referencing or limit the redemption period. T he fact that holders of such crypto-
assets do not have a claim on the issuers of such assets, or that such claim is not at par with the currency
those crypto-assets are referencing, could undermine the confidence of users of those crypto-assets. T o avoid
circumvention of the rules laid down in Directive 2009/110/EC, any definition of ‘e-money tokens’ should
be as wide as possible to capture all the types of crypto-assets referencing one single fiat currency that is
legal tender. T o avoid regulatory arbitrage, strict conditions on the issuance of e-money tokens should be
laid down, including the obligation for such e-money tokens to be issued either by a credit institution as
defined in Regulation (EU) No 575/2013 of the European P arliament and of the Council1 2 , or by an
electronic money institution authorised under Directive 2009/110/EC. For the same reason, issuers of such
e-money tokens should also grant the users of such tokens with a claim to redeem their tokens at any moment
and at par value against the currency referencing those tokens. Because e-money tokens are also crypto-
assets and can also raise new challenges in terms of consumer protection and market integrity specific to
crypto-assets, they should also be subject to rules laid down in this Regulation to address these challenges
to consumer protection and market integrity.
(10a) With the aim of establishing a future- proof Regulation and in order to avoid circumvention, the definition
of asset-referenced token (ART) should include reference to any other value or right.
(11) Given the different risks and opportunities raised by crypto-assets, it is necessary to lay down rules for
issuers of crypto-assets that should be any legal person who offers to the public any type of crypto-assets or
seeks the admission of such crypto-assets to a trading platform for crypto-assets. An issuer of crypto-assets
should be a legal or natural person who issues any type of crypto-assets. Offeror of crypto-assets should
be a legal entity who offers to the public any type of crypto-assets or asks for admission to trading of such
crypto-assets on a trading platform for crypto-assets. Sometimes the issuance and exchange of crypto-
assets may be decentralized, and that should be reflected and considered by the relevant legislation. Such
decentralized issuers should not be required to organise in a single legal entity and should not be subject
to regulation until the offering of the crypto-assets to the public is centralised.
(12) It is necessary to lay down specific rules for entities that provide services related to crypto-assets. A first
category of such services consist of ensuring the operation of a trading platform for crypto-assets,
exchanging crypto-assets against fiat currencies that are legal tender or other crypto-assets by dealing on
own account, and the service, on behalf of third parties, of ensuring the custody and administration of crypto-
assets or ensuring the control of means to access such crypto-assets. A second category of such services are
the placing of crypto-assets, the reception or transmission of orders for crypto-assets, the execution of orders
for crypto-assets on behalf of third parties and the provision of advice on crypto-assets. Any person that
provides such crypto-asset services on a professional basis should be considered as a ‘crypto-asset service
provider’.
(13) T o ensure that all offers to the public of crypto-assets, other than asset-referenced tokens or e-money tokens,
in the Union, or all the admissions of such crypto-assets to trading on a trading platform for crypto-assets
are properly monitored and supervised by competent authorities, all issuers of crypto-assets should be legal
entities. To promote rather than to hinder decentralised issuance of crypto-assets, this requirement should
not apply to decentralised issuers of crypto-assets unless and until the issuance of their crypto-assets is
centralised.

12
Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for
credit institutions and investment firms and amending Regulation (EU) No 648/2012 (OJ L 176, 27.6.2013, p. 1).

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(13a) Some types of crypto-assets are not issued by legal entities, but are managed by decentralised autonomous
organisations (DAOs). Provided that such crypto assets are compatible with the requirements of this
Regulation and do not pose a risk for investor protection, market integrity or financial stability, competent
authorities should be permitted to admit such crypto-assets for trading on a Union trading platform for
crypto-assets.
(14) In order to ensure consumer protection, prospective purchasers of crypto-assets should be informed about
the characteristics, functions and risks of crypto-assets they intend to purchase. When making a public offer
of crypto-assets in the Union or when seeking admission of crypto-assets to trading on a trading platform
for crypto-assets, issuers of crypto-assets should produce, notify to their competent authority and publish an
information document (‘a crypto-asset white paper’) containing mandatory disclosures. Such crypto-asset
white paper should contain general information on the issuer and offeror, when different, on the project to
be carried out with the capital raised, on the public offer of crypto-assets or on their admission to trading on
a trading platform for crypto-assets, on the rights and obligations attached to the crypto-assets, on the
underlying technology used for such assets and on the related risks. T o ensure fair and non-discriminatory
treatment of holders of crypto-assets, the information in the crypto-asset white paper, and where applicable
in any marketing communications related to the public offer, shall be fair, clear and not misleading.
(15) In order to ensure a proportionate approach, the requirements to draw up and publish a crypto-asset white
paper should not apply to offers of crypto-assets, other than asset-referenced tokens or e-money tokens, that
are offered for free, or offers of crypto-assets that are exclusively offered to qualified investors as defined
in Article 2, point (e), of Regulation (EU) 2017/1129 of the European Parliament and of the Council1 3 and
can be exclusively held by such qualified investors, or that, per Member State, are made to a small number
of persons, or that are unique and not fungible with other crypto-assets.
(16) Small and medium-sized enterprises and start-ups should not be subject to excessive and disproportionate
administrative burdens. Offers to the public of crypto-assets in the Union that do not exceed an adequate
aggregate threshold over a period of 12 months should therefore be exempted from the obligation to draw
up a crypto-asset white paper. However, EU horizontal legislation ensuring consumer protection, such as
Directive 2011/83/EU of the European P arliament and of the Council1 4 , Directive 2005/29/EC of the
European P arliament and of the Council1 5 or the Council Directive 93/13/EEC of 5 April 1993 on unfair
terms in consumer contracts1 6 , including any information obligations contained therein, remain applicable
to these offers to the public of crypto-assets where involving business-to-consumer relations.
(17) Where an offer to the public concerns utility tokens for a service that is not yet in operation, the duration of
the public offer as described in the crypto-asset white paper shall not exceed twelve months. T his limitation
on the duration of the public offer is unrelated to the moment when the product or service becomes factually
operational and can be used by the holder of a utility token after the end of the public offer.
(18) In order to enable supervision, issuers of crypto-assets should, before any public offer of crypto-assets in the
Union or before those crypto-assets are admitted to trading on a trading platform for crypto-assets, notify
their crypto-asset white paper and, where applicable, their marketing communications, to the competent
authority of the Member State where they have their registered office or a branch. Issuers that are established
13
Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published
when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (OJ L
168, 30.6.2017, p. 12).
14
Directive 2011/83/EU of the European Parliament and of the Council of 25 October 2011 on consumer rights, amending Council
Directive 93/13/EEC and Directive 1999/44/EC of the European Parliament and of the Council and repealing Council Directive
85/577/EEC and Directive 97/7/EC of the European Parliament and of the Council (OJ L 304, 22.11.2011, p. 64).
15
Directive 2005/29/EC of the European Parliament and of the Council of 11 May 2005 concerning unfair business-to-consumer
commercial practices in the internal market and amending Council Directive 84/450/EEC, Directives 97/7/EC, 98/27/EC and
2002/65/EC of the European Parliament and of the Council and Regulation (EC) No 2006/2004 of the European Parliament and
of the Council (‘Unfair Commercial Practices Directive’) (OJ L 149, 11.6.2005, p. 22)
16
Council Directive 93/13/EEC of 5 April 1993 on unfair terms in consumer contracts (OJ L 95, 21.4.1993, p. 29).

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 in a third country should notify their crypto-asset white paper, and, where applicable, their marketing
communication, to the competent authority of the Member State where the crypto-assets are intended to be
offered or where the admission to trading on a trading platform for crypto-assets is sought in the first place.
(19) Undue administrative burdens should be avoided. Competent authorities should therefore not be required to
approve a crypto-asset white paper before its publication. Competent authorities should, however, after
publication, have the power to request that additional information is included in the crypto-asset white paper,
and, where applicable, in the marketing communications.
(20) Competent authorities should be able to suspend or prohibit a public offer of crypto-assets or the admission
of such crypto-assets to trading on a trading platform for crypto-assets where such an offer to the public or
an admission to trading does not comply with the applicable requirements. Competent authorities should
also have the power to publish a warning that an issuer has failed to meet those requirements, either on its
website and/ or through a press release.
(21) Crypto-asset white papers and, where applicable, marketing communications that have been duly notified to
a competent authority should be published, after which issuers of crypto-assets should be allowed to offer
their crypto-assets throughout the Union and to seek admission for trading such crypto-assets on a trading
platform for crypto-assets.
(22) In order to further ensure consumer protection, the consumers who are acquiring crypto-assets, other than
asset-referenced tokens or e-money tokens, directly from the issuer or from a crypto-asset service provider
placing the crypto-assets on behalf of the issuer should be provided with a right of withdrawal during a
limited period of time after their acquisition. In order to ensure the smooth completion of an offer to the
public of crypto-assets for which the issuer has set a time limit, this right of withdrawal should not be
exercised by the consumer after the end of the subscription period. Furthermore, the right of withdrawal
should not apply where the crypto-assets, other than asset-referenced tokens or e-money tokens, are admitted
to trading on a trading platform for crypto-assets, as, in such a case, the price of such crypto-assets would
depend on the fluctuations of crypto-asset markets.
(23) Even where exempted from the obligation to publish a crypto-asset white paper, all issuers of crypto-assets,
other than asset-referenced tokens or e-money tokens, should act honestly, fairly and professionally, should
communicate with holders of crypto-assets in a fair, clear and truthful manner, should identify, prevent,
manage and disclose conflicts of interest, should have effective administrative arrangements to ensure that
their systems and security protocols meet Union standards. In order to assist competent authorities in their
supervisory tasks, the European Securities and Markets Authority (ESMA), in close cooperation with the
European Banking Authority (EBA) should be mandated to publish guidelines on those systems and security
protocols in order to further specify these Union standards.
(24) T o further protect holders of crypto-assets, civil liability rules should apply to crypto-asset issuers and their
management body for the information provided to the public through the crypto-asset white paper.
(25) Asset-referenced tokens aim at stabilising their value by reference to several fiat currencies, to one or more
commodities, to one or more other crypto-assets, or to a basket of such assets. T hey could therefore be
widely adopted by users to transfer value or as a means of payments and thus pose increased risks in terms
of consumer protection and market integrity compared to other crypto-assets. Issuers of asset-referenced
tokens should therefore be subject to more stringent requirements than issuers of other crypto-assets.
(26) So-called algorithmic ‘stablecoins’ that aim at maintaining a stable value, via protocols, that provide for the
increase or decrease of the supply of such crypto-assets in response to changes in demand should not be
considered as asset-referenced tokens, provided that they do not aim at stabilising their value by referencing
one or several other assets.
(27) T o ensure the proper supervision and monitoring of offers to the public of asset-referenced tokens, issuers
of asset-referenced tokens should have a registered office in the Union.

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(28) Offers to the public of asset-referenced tokens in the Union or seeking an admission of such crypto-assets
to trading on a trading platform for crypto-assets should be possible only where the competent authority has
authorised the issuer of such crypto-assets and approved the crypto-asset white paper regarding such crypto-
assets. T he authorisation requirement should however not apply where the asset-referenced tokens are only
offered to qualified investors, or when the offer to the public of asset-referenced tokens is below a certain
threshold. Credit institutions authorised under Directive 2013/36/EU of the European Parliament and of the
Council1 7 should not need another authorisation under this Regulation in order to issue asset-referenced
tokens. Such credit institutions should, however, notify their respective competent authority of their
intention to issue an asset-referenced token at least three months prior to the intended date of issuance .
In those cases, the issuer of such asset-referenced tokens should be still required to produce a crypto-asset
white paper to inform buyers about the characteristics and risks of such asset-referenced tokens and to notify
it to the relevant competent authority, before publication.
(29) A competent authority should be obliged to refuse authorisation where the prospective issuer of asset-
referenced tokens’ business model may pose a serious threat to financial stability, monetary policy
transmission and monetary sovereignty. The competent authority should be obliged to consult the EBA and
ESMA and, where the asset-referenced tokens is referencing Union currencies, the European Central Bank
(ECB) and the national central bank of issue of such currencies before granting an authorisation or refusing
an authorisation. Full supervisory competences and responsibilities should remain with the competent
authorities T he EBA, ESMA, and, where applicable, the ECB and the national central banks should provide
the competent authority with a non-binding an opinion on the prospective issuer’s application. Opinions
should be non-binding with the exception of those of the ECB and of the Member States’ central banks
on monetary policy enforcement and ensuring the secure handling of payments.Where authorising a
prospective issuer of asset-referenced tokens, the competent authority should also approve the crypto-asset
white paper produced by that entity. T he authorisation by the competent authority should be valid throughout
the Union and should allow the issuer of asset-referenced tokens to offer such crypto-assets in the Single
Market and to seek an admission to trading on a trading platform for crypto-assets. In the same way, the
crypto-asset white paper should also be valid for the entire Union, without possibility for Member States to
impose additional requirements.
(30) T o ensure consumer protection, issuers of asset-referenced tokens should always provide holders of asset-
referenced tokens with clear, fair and not misleading information. T he crypto-asset white paper on asset-
referenced tokens should include information on the stabilisation mechanism, on the investment policy of
the reserve assets, on the custody arrangements for the reserve assets, and on the rights provided to holders.
Where the issuers of asset-referenced tokens do not offer a direct claim or redemption right on the reserve
assets to all the holders of such asset-referenced tokens, the crypto-asset white paper related to asset-
referenced tokens should contain a clear and unambiguous warning in this respect. Marketing
communications of an issuer of asset-referenced tokens should also include the same statement, where the
issuers do not offer such direct rights to all the holders of asset-referenced tokens.
(31) In addition to information included in the crypto-asset white paper, issuers of asset-referenced tokens should
also provide holders of such tokens with information on a continuous basis. In particular, they should
disclose the amount of asset-referenced tokens in circulation and the value and the composition of the reserve
assets, on at least a monthly basis, on their website. Issuers of asset-referenced tokens should also disclose
any event that is likely to have a significant impact on the value of the asset -referenced tokens or on the
reserve assets, irrespective of whether such crypto-assets are admitted to trading on a trading platform for
crypto-assets.

17
Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions
and the prudential supervision of credit institutions and investment firms, amending Directive 2002/87/EC and repealing
Directives 2006/48/EC and 2006/49/EC (OJ L 176, 27.6.2013, p. 338).

EN 10 EN
(32) T o ensure consumer protection, issuers of asset-referenced tokens should always act honestly, fairly and
professionally and in the best interest of the holders of asset-referenced tokens. Issuers of asset-referenced
tokens should also put in place a clear procedure for handling the complaints received from the holders of
crypto-assets.
(33) Issuers of asset-referenced tokens should put in place a policy to identify, manage and potentially disclose
conflicts of interest which can arise from their relations with their managers, shareholders, clients or third-
party service providers.
(34) Issuers of asset-referenced tokens should have robust governance arrangements, including a clear
organisational structure with well-defined, transparent and consistent lines of responsibility and effective
processes to identify, manage, monitor and report the risks to which they are or might be exposed. The
management body of such issuers and their shareholders should have good repute and sufficient expertise
and be fit and proper for the purpose of anti-money laundering and combatting the financing of terrorism.
Issuers of asset-referenced tokens should also employ resources proportionate to the scale of their activities
and should always ensure continuity and regularity in the performance of their activities. For that purpose,
issuers of asset-referenced tokens should establish a business continuity policy aimed at ensuring, in the case
of an interruption to their systems and procedures, the performance of their core payment activities. Issuers
of asset-referenced tokens should also have a strong internal control and risk assessment mechanism, as well
as a system that guarantees the integrity and confidentiality of information received. Fulfilment of that
obligation aims to ensure the protection of basic rights and freedoms within the Union, not to create
unnecessary barriers on the crypto-asset market.
(35) Issuers of asset-referenced tokens are usually at the centre of a network of entities that ensure the issuance
of such crypto-assets, their transfer and their distribution to holders. Issuers of asset-referenced tokens
should therefore be required to establish and maintain appropriate contractual arrangements with those third-
party entities ensuring the stabilisation mechanism and the investment of the reserve assets backing the value
of the tokens, the custody of such reserve assets, and, where applicable, the distribution of the asset-
referenced tokens to the public.
(36) T o address the risks to financial stability of the wider financial system, issuers of asset-referenced tokens
should be subject to capital requirements. T hose capital requirements should be proportionate to the issuance
size of the asset-referenced tokens and therefore calculated as a percentage of the reserve of assets that back
the value of the asset-referenced tokens. Competent authorities should however be able to increase or
decrease the amount of own fund requirements required on the basis of, inter alia, the evaluation of the risk-
assessment mechanism of the issuer, the quality and volatility of the assets in the reserve backing the asset-
referenced tokens or the aggregate value and number of asset-referenced tokens.
(37) In order to stabilise the value of their asset-referenced tokens, issuers of asset-referenced tokens should
constitute and maintain a reserve of assets backing those crypto-assets at all times. Such reserve of assets
constitutes a guarantee in respect of the issuer liability represented by the asset-referenced token.Issuers
of asset-referenced tokens should ensure the prudent management of such a reserve of assets and should in
particular ensure that the creation and destruction of asset-referenced tokens are always matched by a
corresponding increase or decrease in the reserve assets and that such increase or decrease is adequately
managed to avoid adverse impacts on the market of the reserve assets. Issuers of asset-backed asset-
referenced crypto-assets should therefore establish, maintain and detail policies that describe, inter alia, the
composition of the reserve assets, the allocation of assets, the comprehensive assessment of the risks raised
by the reserve assets, the procedure for the creation and destruction of the asset-referenced tokens, the
procedure to purchase and redeem the asset-referenced tokens against the reserve assets and, where the
reserve assets are invested, the investment policy that is followed by the issuer.
(38) T o prevent the risk of loss for asset-referenced tokens and to preserve the value of those assets issuers of
asset-referenced tokens should have an adequate custody policy for reserve assets. T hat policy should ensure

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 that the reserve assets are entirely segregated from the issuer’s own assets at all times, that the reserve assets
are not encumbered or pledged as collateral, and that the issuer of asset-referenced tokens has prompt access
to those reserve assets. T he reserve assets should, depending on their nature, be kept in custody either by a
credit institution within the meaning of Regulation (EU) No 575/2013, an authorised investment firm that
specialises in the safe-keeping of assets or by an authorised crypto-asset service provider. Credit
institutions or crypto-asset service providers that keep in custody the reserve assets that back the asset-
referenced tokens should be responsible for the loss of such reserve assets vis-à-vis the issuer or the holders
of asset-referenced tokens, unless they prove that such loss has arisen from an external event beyond
reasonable control.
(39) T o protect holders of asset-referenced tokens against a decrease in value of the assets backing the value of
the tokens, issuers of asset-referenced tokens should invest the reserve assets in secure, low risks assets with
minimal market, concentration and credit risk. As the asset-referenced tokens can be used as a means of
payment, all profits or losses resulting from the investment of the reserve assets should be borne by the
issuer of the asset-referenced tokens.
(40) Some asset-referenced tokens may offer all their holders rights, such as redemption rights or claims on the
reserve assets or on the issuer, while other asset-referenced tokens may not grant such rights to all their
holders and may limit the right of redemption to specific holders. Any rules regarding asset-referenced
tokens should be flexible enough to capture all those situations. Issuers of asset-referenced tokens should
therefore inform provide the holders of asset-referenced tokens on whether they are provided with a direct
claim on the issuer or with redemption rights. Where issuers of asset-referenced tokens grant direct rights
on the issuer or on the reserve assets to all the holders, the issuers should precisely set out the conditions
under which such rights can be exercised. Where issuers of asset-referenced tokens restrict such direct rights
on the issuer or on the reserve assets to a limited number of holders of asset-referenced tokens, the issuers
should still offer minimum rights to all the holders of asset-referenced tokens. Issuers of asset-referenced
tokens should ensure the liquidity of those tokens by concluding and maintaining adequate liquidity
arrangements with crypto-asset service providers that are in charge of posting firm quotes on a predictable
basis to buy and sell the asset-referenced tokens against fiat currency. Where the value of the asset-
referenced tokens varies significantly from the value of the reserve assets, the holders of asset-referenced
tokens should have a right to request the redemption of their asset-referenced tokens against reserve assets
directly from the issuer. Issuers of asset-referenced tokens that voluntarily stop their operations or that are
orderly wound-down should have contractual arrangements in place to ensure that the proceeds of the reserve
assets are paid toIssuers should also make available to the holders of asset-referenced tokens sufficiently
detailed and easily understandable information about the procedures governing the redemption.
(41) T o ensure that asset-referenced tokens are mainly used as a means of exchange and not as a store of value,
issuers of asset-referenced tokens, and any crypto-asset service providers, should not grant interests to users
of asset-referenced tokens for time such users are holding those asset-referenced tokens. Some asset-
referenced tokens and e-money tokens should be considered significant due to the potential large customer
base of their promoters and shareholders, their potential high market capitalisation, the potential size of the
reserve of assets backing the value of such asset-referenced tokens or e-money tokens, the potential high
number of transactions, the potential interconnectedness with the financial system or the potential cross-
border use of such crypto-assets. Significant asset-referenced tokens or significant e-money tokens, that
could be used by a large number of holders and which could raise specific challenges in terms of financial
stability, monetary policy transmission or monetary sovereignty, should be subject to more stringent
requirements than other asset-referenced tokens or e-money tokens.
(41a) In order to clearly delineate between significant and non-significant asset-referenced tokens, appropriate
thresholds should be set. The appropriateness of the thresholds should be reassessed by the Commission
on a regular basis. In cases where the Commission determines that the thresholds need to be revised, the
Commission should present a legislative proposal to adjust the thresholds accordingly.

EN 12 EN
(42) Due to their large scale, significant asset-referenced tokens can pose greater risks to financial stability than
other crypto-assets and asset-referenced tokens with more limited issuance. Issuers of significant asset-
referenced tokens should therefore be subject to more stringent requirements than issuers of other crypto-
assets or asset-referenced tokens with more limited issuance. T hey should in particular be subject to higher
capital requirements, to interoperability requirements and they should establish a liquidity management
policy.
(43) Issuers of asset-referenced tokens should have an orderly wind-down plan to ensure that the rights of the
holders of the asset-referenced tokens are protected where issuers of asset-referenced tokens stop their
operations or when they are orderly winding down their activities according to national insolvency laws.
(44) Issuers of e-money tokens should be authorised either as a credit institution under Directive 2013/36/EU or
as an electronic money institution under Directive 2009/110/EC and they should comply with the relevant
operational requirements of Directive 2009/110/EC, unless specified otherwise in this Regulation. Issuers
of e-money tokens should produce a crypto-asset white paper and notify it to their competent authority.
Where the issuance of e-money tokens is below a certain threshold or where e-money tokens can be
exclusively held by qualified investors, issuers of such e-money tokens should not be subject to the
authorisation requirements. However, issuers should always draw up a crypto-asset white paper and notify
it to their competent authority.
(45) Holders of e-money tokens should be provided with a claim on the issuer of the e-money tokens concerned.
Holders of e-money tokens should always be granted with a redemption right at par value with the fiat
currency that the e-money token is referencing and at any moment. Issuers of e-money tokens should be
allowed to apply a fee, where holders of e-money tokens are asking for the redemptions of their tokens for
fiat currency. Such a fee should be proportionate to the actual costs incurred by the issuer of electronic
money tokens.
(46) Issuers of e-money tokens, and any crypto-asset service providers, should not grant interests to holders of e-
money tokens for the time such holders are holdings those e-money tokens.
(47) T he crypto-asset white paper produced by an issuer or offeror of e-money tokens should contain all the
relevant information concerning that issuer, when known, the offeror and the offer of e-money tokens or
their admission to trading on a trading platform for crypto-assets that is necessary to enable potential buyers
to make an informed purchase decision and understand the risks relating to the offer of e-money tokens. The
crypto-asset white paper should also explicitly indicate that holders of e-money tokens are provided with a
claim in the form of a right to redeem their e-money tokens against fiat currency at par value and at any
moment.
(48) Where an issuer of e-money tokens invests the funds received in exchange for e-money tokens, such funds
should be invested in assets denominated in the same currency as the one that the e-money token is
referencing to avoid cross-currency risks.
(49) Significant e-money tokens can pose greater risks to financial stability than non-significant e-money tokens
and traditional electronic money. Issuers of such significant e-money tokens should therefore be subject to
additional requirements. Issuers of e-money tokens should in particular be subject to higher capital
requirements than other e-money token issuers, to interoperability requirements and they should establish a
liquidity management policy. Issuers of e-money tokens should also comply with certain requirements
applying to issuers of asset-referenced tokens, such as custody requirements for the reserve assets,
investment rules for the reserve assets and the obligation to establish an orderly wind-down plan.
(50) Crypto-asset services should only be provided by legal entities that have a registered office in a Member
State and that have been authorised as a crypto-asset service provider by the competent authority of the
Member State where its registered office is located.

EN 13 EN
(51) T his Regulation should not affect the possibility for persons established in the Union to receive Due to the
inherently digital nature of crypto-asset services, by a third-country firms are often able to offer firm at
their own initiative. Where a third-country firm provides crypto-asset services at the own initiative of a
person established to customers in the Union without any physical or legal presence the crypto-asset
services should not be deemed as provided in the Union. Where a This poses a significant risk of
circumvention of this Regulation and of putting crypto-asset service providers authorised in the Union at
a competitive disadvantage vis-a-vis third-country competitors. No legal or natural person should
therefore be allowed to provide firm solicits clients or potential clients in the Union or promotes or
advertises crypto-asset services to Union citizens on a non-occasional basis without having a legal
representative or activities in the Union and without being authorised under this Regulation, even if such
services are, it should not be deemed as a crypto-asset service provided solely at the own initiative of Union
clients. ESMA should monitor and report annually on the scale and severity of circumvention of this
Regulation by the client. In such a case, the third-country actors, as well as propose possible
countermeasures. The Commission should, in its final report, analyse the scale and severity of
circumvention of this Regulation by third-country actors and propose concrete and effective dissuasive
sanctions on such entities to end or significantly reduce such circumvention. firm should be authorised as
a crypto-asset service provider. A practice whereby a third-country firm includes general clauses in its
terms of business or through the use of online pop-up “I agree” boxes whereby clients agree that any
transaction is executed on the exclusive initiative of the client, should not deemed to be an attempt to
circumvent this Regulation.
(52) Given the relatively small scale of crypto-asset service providers to date, the power to authorise and
supervise such service providers should be conferred to national competent authorities. T he authorisation
should be granted, refused or withdrawn by the competent authority of the Member State where the entity
has its registered office. Such an authorisation should indicate the crypto-asset services for which the crypto-
asset service provider is authorised and should be valid for the entire Union.
(53) T o facilitate transparency for holders of crypto-assets as regards the provision of crypto-asset services,
ESMA should establish a register of crypto-asset service providers, which should include information on
the entities authorised to provide those services across the Union. T hat register should also include the
crypto-asset white papers notified to competent authorities and published by issuers of crypto-assets.
(54) Some firms , including operators of financial market infrastructures subject to Union legislation on
financial services should be allowed to provide crypto-asset services without prior authorisation. Credit
institutions authorised under Directive 2013/36/EU should not need another authorisation to provide
crypto-asset services. Central counterparties authorised under Regulation 648/2012/EU of the European
Parliament and of the Council1 8 , central securities depositories authorised under Regulation
909/2014/EU of the European Parliament and of the Council1 9 and regulated markets authorised under
Directive 2014/65/EU should not need another authorisation to provide crypto-asset services. Investment
firms authorised under Directive 2014/65/EU to provide one or several investment services as defined under
that Directive similar to the crypto-asset services they intend to provide should also be allowed to provide
crypto-asset services across the Union without another authorisation.
(55) In order to ensure consumer protection, market integrity and financial stability, crypto-asset service
providers should always act honestly, fairly and professionally in the best interest of their clients. Crypto-
asset services should be considered ‘financial services’ as defined in Directive 2002/65/EC of the European

18
Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central
counterparties and trade repositories (OJ L 201, 27.7.2012, p. 1).
19
Regulation (EU) No 909/2014 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement
in the European Union and on central securities depositories and amending Directives 98/26/EC and 2014/65/EU and Regulation
(EU) No 236/2012 (OJ L 257, 28.8.2014, p. 1).

EN 14 EN
 P arliament and of the Council2 0 . Where marketed at distance, the contracts between crypto-asset service
providers and consumers should be subject to that Directive. Crypto-asset service providers should provide
their clients with clear, fair and not misleading information and warn them about the risks associated with
crypto-assets. Crypto-asset service providers should make their pricing policies public, should establish a
complaint handling procedure and should have a robust policy to identify, prevent, manage and disclose
conflicts of interest.
(56) T o ensure consumer protection, crypto-asset service providers should comply with some prudential
requirements. T hose prudential requirements should be set as a fixed amount or in proportion to their fixed
overheads of the preceding year, depending on the types of services they provide.
(57) Crypto-asset service providers should be subject to strong organisational requirements. Their managers and
main shareholders should fit and proper have the competence required for the purpose of anti-money
laundering and combatting the financing of terrorism. Crypto-asset service providers should employ
management and staff with adequate skills, knowledge and expertise and should take all reasonable steps to
perform their functions, including through the preparation of a business continuity plan. They should have
sound internal control and risk assessment mechanisms as well as adequate systems and procedures to ensure
integrity and confidentiality of information received. Crypto-asset service providers should have appropriate
arrangements to keep records of all transactions, orders and services related to crypto-assets that they
provide. T hey should also have systems in place to detect potential market abuse committed by clients.
(58) In order to ensure consumer protection, crypto-asset service providers should have adequate arrangements
to safeguard the ownership rights of clients’ holdings of crypto-assets. Where their business model requires
them to hold funds as defined in Article 4, point (25), of Directive (EU) 2015/2366 of the European
P arliament and of the Council2 1 in the form of banknotes, coins, scriptural money or electronic money
belonging to their clients, crypto-asset service providers should place such funds with a credit institution or
a central bank. Crypto-assets service providers should be authorised to make payment transactions in
connection with the crypto-asset services they offer, only where they are authorised as payment institutions
in accordance with Directive (EU) 2015/2366.
(59) Depending on the services they provide and due to the specific risks raised by each type of services, crypto-
asset service providers should be subject to requirements specific to those services. Crypto-asset service
providers providing the service of custody and administration of crypto-assets on behalf of third parties
should have a contractual relation with their clients with mandatory contractual provisions and should
establish and implement a custody policy. T hose crypto-asset service providers should also be held liable
for any damages resulting from an ICT-related incident, including an incident resulting from a cyber-attack,
theft or any malfunctions.
(60) T o ensure an orderly functioning of crypto-asset markets, crypto-asset service providers operating a trading
platform for crypto-assets should have detailed operating rules, should ensure that their systems and
procedures are sufficiently resilient and should be subject to pre-trade and post-trade transparency
requirements adapted to the crypto-asset market. Crypto-asset service providers should ensure that the trades
executed on their trading platform for crypto-assets are settled and recorded on the DLT swiftly. Crypto-
asset service providers operating a trading platform for crypto-assets should also have a transparent fee
structure for the services provided to avoid the placing of orders that could contribute to market abuse or
disorderly trading conditions.

20
Directive 2002/65/EC of the European Parliament and of the Council of 23 September 2002 concerning the distance marketing
of consumer financial services and amending Council Directive 90/619/EEC and Directives 97/7/EC and 98/27/EC (OJ L 271,
9.10.2002, p. 16).
21
Directive (EU) 2015/2366 of the European Parliament and of the Council of 25 November 2015 on payment services in the
internal market, amending Directives 2002/65/EC, 2009/110/EC and 2013/36/EU and Regulation (EU) No 1093/2010, and
repealing Directive 2007/64/EC (OJ L 337, 23.12.2015, p. 35).

EN 15 EN
(61) T o ensure consumer protection, crypto-asset service providers that exchange crypto-assets against fiat
currencies or other crypto-assets by using their own capital should establish a non-discriminatory
commercial policy. They should publish either firm quotes or the method they are using for determining the
price of crypto-assets they wish to buy or sell. T hey should also be subject to post-trade transparency
requirements. Crypto-asset service providers that execute orders for crypto-assets on behalf of third parties
should establish an execution policy and should always aim at obtaining the best result possible for their
clients. T hey should take all necessary steps to avoid the misuse of information related to clients’ orders by
their employees. Crypto-assets service providers that receive orders and transmit those orders to other
crypto-asset service providers should implement procedures for the prompt and proper sending of those
orders. Crypto-assets service providers should not receive any monetary or non-monetary benefits for
transmitting those orders to any particular trading platform for crypto-assets or any other crypto-asset service
providers.
(62) Crypto-asset service providers that place crypto-assets for potential users should communicate to those
persons information on how they intend to perform their service before the conclusion of a contract. They
should also put in place specific measures to prevent conflicts of interest arising from that activity.
(63) T o ensure consumer protection, crypto-asset service providers that provide advice on crypto-assets, either
at the request of a third party or at their own initiative, should make a preliminary assessment of their clients’
experience, knowledge, objectives and ability to bear losses. Where the clients do not provide information
to the crypto-asset service providers on their experience, knowledge, objectives and ability to bear losses,
or it is clear that those clients do not have sufficient experience or knowledge to understand the risks
involved, or the ability to bear losses, crypto-asset service providers should warn those clients that the
crypto-asset or the crypto-asset services may not be suitable for them. When providing advice, crypto-asset
service providers should establish a report, summarising the clients’ needs and demands and the advice
given.
(64) It is necessary to ensure users’ confidence in crypto-asset markets and market integrity. It is therefore
necessary to lay down rules to deter market abuse for crypto-assets that are admitted to trading on a trading
platform for crypto-assets. However, as issuers of crypto-assets and crypto-asset service providers are very
often SMEs, it would be disproportionate to apply all the provisions of Regulation (EU) No 596/2014 of the
European P arliament and of the Council2 2 to them. It is therefore necessary to lay down specific rules
prohibiting certain behaviours that are likely to undermine users’ confidence in crypto-asset markets and the
integrity of crypto-asset markets, including insider dealings, unlawful disclosure of inside information and
market manipulation related to crypto-assets. T hese bespoke rules on market abuse committed in relation to
crypto-assets should be applied, where crypto-assets are admitted to trading on a trading platform for crypto-
assets.
(65) Competent authorities ESMA should be conferred with sufficient powers to supervise the issuance of crypto-
assets, including asset-referenced tokens or e-money tokens, as well as crypto-asset service providers,
including the power to suspend or prohibit an issuance of crypto-assets or the provision of a crypto-asset
service, and to investigate infringements of the rules on market abuse. Given the cross-border nature of
crypto-asset markets, competent authorities there should be a single Union supervisor responsible for the
supervision of those crypto-assets and crypto-asset service providers with a view to ensuring consistency
and effectiveness in the supervision. ESMA should cooperate with each other the relevant authorities in
Member States to detect and deter any infringements of the legal framework governing crypto-assets and
markets for crypto-assets. Competent authorities should also have the power to impose sanctions on issuers
of crypto-assets, including asset-referenced tokens or e-money tokens and crypto-asset service providers.

22
Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse
regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives
2003/124/EC, 2003/125/EC and 2004/72/EC (OJ L 173, 12.6.2014, p. 1).

EN 16 EN
(66) Significant asset-referenced tokens can be used as a means of exchange and to make large volumes of
payment transactions on a cross-border basis. T o avoid supervisory arbitrage across Member States, it is
appropriate to assign to the EBA, in cooperation with Member States, the task of supervising the issuers
of significant asset-referenced tokens, once such asset-referenced tokens have been classified as significant.
(67) T he EBA should establish a college of supervisors for issuers of significant asset-referenced tokens. T hose
issuers are usually at the centre of a network of entities that ensure the issuance of such crypto-assets, their
transfer and their distribution to holders. T he members of the college of supervisors should therefore include
all the competent authorities of the relevant entities and crypto-asset service providers that ensure, among
others, the custody of the reserve assets, the operation of trading platforms for crypto-assets where the
significant asset-referenced tokens are admitted to trading and the crypto-asset service providers ensuring
the custody and administration of the significant asset-referenced tokens on behalf of holders. T he college
of supervisors should facilitate the cooperation and exchange of information among its members and should
issue non-binding opinions on supervisory measures or changes in authorisation concerning the issuers of
significant asset-referenced tokens or on the relevant entities providing services or activities in relation to
the significant asset-referenced tokens. In cases where the issuer of a significant asset-referenced token is
also the issuer of a significant e-money token, there should only be a single college of supervisors per
entity, in order to ensure that decisions are made holistically with all relevant information available.
(68) Competent authorities in charge of supervision under Directive 2009/110/EC should supervise issuers of e-
money tokens. However, given the potential widespread use of significant e-money tokens as a means of
payment and the risks they can pose to financial stability, a dual supervision by both competent authorities
and the EBA of issuers of significant e-money tokens is necessary. T he EBA should supervise the
compliance by issuers of significant e-money tokens with the specific additional requirements set out in this
Regulation for significant e-money tokens.
(69) T he EBA should establish a college of supervisors for issuers of significant e-money tokens. Issuers of
significant e-money tokens are usually at the centre of a network of entities which ensure the issuance of
such crypto-assets, their transfer and their distribution to holders. The members of the college of supervisors
for issuers of significant e-money tokens should therefore include all the competent authorities of the
relevant entities and crypto-asset service providers that ensure, among others, the operation of trading
platforms for crypto-assets where the significant e-money tokens are admitted to trading and the crypto-
asset service providers ensuring the custody and administration of the significant e-money tokens on behalf
of holders. T he college of supervisors for issuers of significant e-money tokens should facilitate the
cooperation and exchange of information among its members and should issue non-binding opinions on
changes in authorisation or supervisory measures concerning the issuers of significant e-money tokens or
on the relevant entities providing services or activities in relation to those significant e-money tokens. In
cases where the issuer of a significant e-money token is also the issuer of a significant asset-referenced
token, there should only be a single college of supervisors per entity, in order to ensure that decisions are
made holistically with all relevant information available.
(70) T o supervise the issuers of significant asset-referenced tokens, the EBA should have the powers, among
others, to carry out on-site inspections, take supervisory measures and impose fines. T he EBA should also
have powers to supervise the compliance of issuers of significant e-money tokens with additional
requirements set out in this Regulation.
(71) T he EBA should charge fees on issuers of significant asset-referenced tokens and issuers of significant e-
money tokens to cover its costs, including overheads. For issuers of significant asset-referenced tokens, the
fee should be proportionate to the size of their reserve assets. For issuers of significant e-money tokens, the
fee should be proportionate to the amount of funds received in exchange for the significant e-money tokens.
(72) In order to ensure the uniform application of this Regulation, the power to adopt acts in accordance with
Article 290 of the T reaty on the Functioning of the European Union (T FEU) should be delegated to the

EN 17 EN
 Commission in respect of the modifications of the definitions set out in this Regulation in order to adapt
them to market and technological developments, to specify the criteria and thresholds to determine whether
an asset-referenced token or an e-money token should be classified as significant and to specify the type and
amount of fees that can be levied by EBA for the supervision of issuers of significant asset-referenced tokens
or significant e-money tokens. It is of particular importance that the Commission carry out appropriate
consultations during its preparatory work, including at expert level, and that those consultations be
conducted in accordance with the principles laid down in the Interinstitutional Agreement of 13 April 2016
on Better Law-Making2 3 . In particular, to ensure equal participation in the preparation of delegated acts, the
European P arliament and the Council should receive all documents at the same time as Member States'
experts, and their experts systematically have access to meetings of Commission expert groups dealing with
the preparation of delegated acts.
(73) In order to promote the consistent application of this Regulation, including adequate protection of investors
and consumers across the Union, technical standards should be developed. It would be efficient and
appropriate to entrust the EBA and ESMA, as bodies with highly specialised expertise, with the development
of draft regulatory technical standards which do not involve policy choices, for submission to the
Commission.
(74) T he Commission should be empowered to adopt regulatory technical standards developed by the EBA and
ESMA with regard to the procedure for approving crypto-asset white papers produced by credit institutions
when issuing asset-referenced tokens, the information to be provided in an application for authorisation as
an issuer of asset-referenced tokens, the methodology for the calculation of capital requirements for issuers
of asset-referenced tokens, governance arrangements for issuers of asset-referenced tokens, the information
necessary for the assessment of a qualifying holdings in an asset-referenced token issuer’s capital, the
procedure of conflicts of interest established by issuers of asset-referenced tokens, the type of assets which
the issuers of asset-referenced token can invest in, the obligations imposed on crypto-asset service providers
ensuring the liquidity of asset-referenced tokens, the complaint handling procedure for issuers of asset-
referenced tokens, the functioning of the college of supervisors for issuers of significant asset-referenced
tokens and issuers of significant e-money tokens, the information necessary for the assessment of qualifying
holdings in the crypto-asset service provider’s capital, the exchange of information between competent
authorities, the EBA and ESMA under this Regulation and the cooperation between the competent
authorities and third countries. T he Commission should adopt those regulatory technical standards by means
of delegated acts pursuant to Article 290 TFEU and in accordance with Articles 10 to 14 of Regulation (EU)
No 1093/2010 of the European Parliament and of the Council2 4 and Regulation (EU) No 1095/2010 of the
European P arliament and of the Council2 5 .
(75) T he Commission should be empowered to adopt implementing technical standards developed by the EBA
and ESMA, with regard to machine readable formats for crypto-asset white papers, the standard forms,
templates and procedures for the application for authorisation as an issuer of asset-referenced tokens, the
standard forms and template for the exchange of information between competent authorities and between
competent authorities, the EBA and ESMA. T he Commission should adopt those implementing technical
standards by means of implementing acts pursuant to Article 291 T FEU and in accordance with Article 15
of Regulation (EU) No 1093/2010 and Article 15 of Regulation (EU) No 1095/2010.

23
OJ L 123, 12.5.2016, p. 1.
24
Regulation (EU) No 1093/2010 of the European Parliament and of the Council of 24 November 2010 establishing a European
Supervisory Authority (European Banking Authority), amending Decision No 716/2009/EC and repealing Commission Decision
2009/78/EC (OJ L 331, 15.12.2010, p. 12).
25
Regulation (EU) No 1095/2010 of the European Parliament and of the Council of 24 November 2010 establishing a European
Supervisory Authority (European Securities and Markets Authority), amending Decision No 716/2009/EC and repealing
Commission Decision 2009/77/EC (OJ L 331, 15.12.2010, p. 84).

EN 18 EN
(76) Since the objectives of this Regulation, namely to address the fragmentation of the legal framework applying
to issuers of crypto-assets and crypto-asset service providers and to ensure the proper functioning of crypto-
asset markets while ensuring investor protection, market integrity and financial stability cannot be
sufficiently achieved by the Member States but can rather, be better achieved at Union level by creating a
framework on which a larger cross-border market for crypto-assets and crypto-asset service providers could
develop, the Union may adopt measures, in accordance with the principle of subsidiarity as set out in
Article 5 of the T reaty on European Union. In accordance with the principle of proportionality as set out in
that Article, this Regulation does not go beyond what is necessary in order to achieve those objectives.
(77) In order to avoid disrupting market participants that provide services and activities in relation to crypto-
assets that have been issued before the entry into force of this Regulation, issuers of such crypto-assets
should be exempted from the obligation to publish a crypto-asset white paper and other applicable
requirements. However, those transitional provisions should not apply to issuers of asset-referenced tokens,
issuers of e-money tokens or to crypto-asset service providers that, in any case, should receive an
authorisation as soon as this Regulation enters into application.
(78) Whistleblowers can bring new information to the attention of competent authorities which helps them in
detecting infringements of this Regulation and imposing penalties. T his Regulation should therefore ensure
that adequate arrangements are in place to enable whistleblowers to alert competent authorities to actual or
potential infringements of this Regulation and to protect them from retaliation. T his should be done by
amending Directive (EU) 2019/1937 of the European P arliament and of the Council 2 6 in order to make it
applicable to breaches of this Regulation.

(78a) The supervisory duties in relation to markets in crypto assets most resemble the supervisory tasks fulfilled
by securities markets supervisors. Therefore, ESMA should be the lead authority in developing regulatory
technical standards and for the carrying out of supervisory duties in relation to markets in crypto assets.

(79) T he date of application of this Regulation should be deferred by 18 months in order to allow for the adoption
of regulatory technical standards, implementing technical standards and delegated acts that are necessary to
specify certain elements of this Regulation,

26
Directive (EU) 2019/1937 of the European Parliament and of the Council of 23 October 2019 on the protection of persons who
report breaches of Union law (OJ L 305, 26.11.2019, p. 17).

EN 19 EN
Compromise A: Subject matter and scope (Articles 1 to 2aand 2)

Covering AMs 149-188, AMs fall if compromise is adopted

Article 1
S u bject matter
T his Regulation lays down uniform rules for the following:
(a) transparency and disclosure requirements for the issuance, o ffe r i n g and admission
to trading of crypto-assets on a crypto-asset trading platform ;
(b) the authorisation and supervision of crypto-asset service providers, issuers and
offerors of both of asset-referenced tokens and issuers of electronic money tokens;
(c) the operation, organisation and governance of issuers and offerors of asset-
referenced tokens, issuers and offerors of electronic money tokens and crypto-asset
service providers;
(d) consumer protection rules for the issuance, trading, exchange and custody of crypto-
assets;
(e) measures to prevent market abuse to ensure the integrity of crypto-asset markets.

(ea) measures to prevent the misuse of crypto-assets for illicit purposes and to protect the internal
market from the risks relating to money laundering, terrorist financing and other criminal
activities.

Article 2
S cope
1. T his Regulation applies to persons that are engaged in the issuance or offering of
crypto-assets for the purpose of trading or providing or provide services related to
crypto-asset trading to crypto-assets in the Union.

1b. If the offeror of crypto-assets or the crypto-asset service provider offers to the public crypto-assets other
than asset-referenced tokens or e-money tokens, or requests that such crypto-assets be authorised for
trading on a trading platform for crypto-assets, the offeror or crypto-asset service provider shall observe
the requirements of this Regulation in relation to issuers of such crypto-assets.

2. However, this Regulation does not apply to crypto-assets that qualify as:
(a) financial instruments as defined in Article 4(1), point (15), of Directive
2014/65/EU;
(b) electronic money as defined in Article 2, point (2), of Directive 2009/110/EC,
except where they qualify as electronic money tokens under this Regulation;
(c) deposits as defined in Article 2(1), point (3), of Directive 2014/49/EU of the
European P arliament and of the Council;
(d) structured deposits as defined in Article 4(1), point (43), of Directive
2014/65/EU;
(e) securitisation as defined in Article 2, point (1), of Regulation (EU) 2017/2402
of the European P arliament and of the Council.

EN 20 EN
 2a. For the purpose of paragraph 2, crypto-assets shall qualify as financial instruments where they
meet the criteria and conditions to be deemed equivalent in substance or h ighly similar to any of
the instruments included in Section C of Annex I of Directive 2014/65/EU [MiFID], irrespective
of their form.
ESMA shall develop draft regulatory technical standards outlining the criteria and conditions for
establishing when a crypto-asset is to be considered as equivalent in substance or h ighly similar
to a financial instrument irrespective of its form.

ESMA shall submit those draft regulatory technical standards to the Commission by [12 months
after the date of entry into force of this Regulation].

Power is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1095/2010.’

3. T his Regulation does not apply to the following entities and persons:
(a) the European Central Bank, national central banks of the Member States when
acting in their capacity as monetary authority or other public authorities;
(b) insurance undertakings or undertakings carrying out the reinsurance and
retrocession activities as defined in Directive 2009/138/EC of the European

P arliament and of the Council when carrying out the activities referred to in
that Directive;
(c) a liquidator or an administrator acting in the course of an insolvency procedure,
except for the purpose of Article 42;
(d) persons who provide crypto-asset services exclusively for their parent
companies, for their subsidiaries or for other subsidiaries of their parent
companies;
(e) the European investment bank;
(f) the European Financial Stability Facility and the European Stability
Mechanism;
(g) public international organisations.
4. Where issuing asset-referenced tokens, including significant asset-referenced tokens,
credit institutions authorised under Directive 2013/36/EU as well as entities exempted
by Article 2 (5) points (4) to (23) of Directive 2013/36/EU shall not be subject to:
(a) the provisions of chapter I of T itle III, except Articles 21 and 22 and the
information specified in Article 16(2) points (c) to (o).;
(b) Article 31.

EN 21 EN
 4a. Where issuing asset-referenced tokens, including significant asset-referenced tokens, credit
institutions authorised under Directive 2013/36/EU shall notify their respective supervisory
authority of the intention to issue an asset-referenced token at the latest three months prior to the
intended date of initial issuance.

5. Where providing one or more crypto-asset services, credit institutions authorised

under Directive 2013/36/EU as well as entities exempted by Article 2 (5) poins (4) to
(23) of that directive, central counterparties authorised under regulation
648/2012/EU, central securities depositories authorised under regulation
909/2014/EU and regulated markets authorised under directive 2014/65/EU shall
not be subject to the provisions of chapter I of T itle V, except Articles 57 and 58.

5a. Where providing one or more crypto asset services, financial market infrastructures
authorised under Directive (EU) 2015/2366, Regulation (EU) No 648/2012,
Regulation (EU) No 909/2014 or Directive 2014/65/EU should not be subject to the
provisions of chapter I of Title V of this Regulation, except the information specified
in Article 54.2(d-r), Articles 57 and 58.

6. Investment firms authorised under Directive 2014/65/EU shall not be subject to the
provisions of chapter I of T itle V, except the information specified in Article 54(2)
points (d) to (r), Articles 57, 58, 60 and 61, where they only provide one or several
crypto-asset services equivalent to the investment services and activities for which
they are authorised under Directive 2014/65/EU. For that purpose:
(a) the crypto-asset services defined in Article 3(1), point (11), of this Regulation
are deemed to be equivalent to the investment activities referred to in points (8)
and (9) of Section A of Annex I to Directive 2014/65/EU;
(b) the crypto-asset services defined in Article 3(1), points (12) and (13), of this
Regulation are deemed to be equivalent to the investment services referred to
in point (3) of Section A of Annex I to Directive 2014/65/EU;
(c) the crypto-asset services defined in Article 3(1), point (14), of this Regulation
are deemed to be equivalent to the investment services referred to in point (2)
of Section A of Annex I to Directive 2014/65/EU;
(d) the crypto-asset services defined in Article 3(1), point (15), of this Regulation
are deemed to be equivalent to the investment services referred to in points (6)
and (7) of Section A of Annex I to Directive 2014/65/EU;
(e) the crypto-asset services defined in Article 3(1), point (16), of this Regulation
are deemed to be equivalent to the investment services referred to in point (1)
of Section A of Annex I to Directive 2014/65/EU.
(f) the crypto-asset services defined in Article 3(1), point (17), of this Regulation
are deemed to be equivalent to the investment services referred to in points (5)
of Section A of Annex I to Directive 2014/65/EU. Formatted: Font: Bold
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EN 22 EN
 Environmental sustainability standards

1. As from 1 January 2025, crypto-assets issued, offered or admitted to trading in the Union shall not be
based or rely on environmentally unsustainable consensus mechanisms. The consensus mechanisms
shall comply with minimum environmental sustainability standards established in accordance with
paragraph 3

2. Notwithstanding paragraph 1, crypto-assets issued, offered or admitted to trading in the Union may be
based on or may rely upon an environmentally unsustainable consensus mechanism where such
mechanism is operated on a small scale.

3. By ... [6 months after the entry into force of this Regulation], the Commission shall adopt delegated
acts in accordance with Article 121 to supplement this Article by defining the minimum environmental
sustainability standards in respect of which a consensus mechanism shall be deemed to be
environmentally unsustainable.
The Commission shall assess, in particular, the environmental impact of the consensus mechanisms
based on ‘proof of work’ in light of those minimum mandatory environmental sustainability standards.

When drawing up the delegated acts, the Commission shall take into account in particular the following
characteristics of the DLT network:

a) the intensive consumption of energy;

b) the use of real resources;
c) carbon emissions;
d) electronic waste;
e) the specificities of the incentive design;

Before adopting the delegated acts, the Commission shall consult the Platform on Sustainable Finance
established under Article 20 of Regulation 2019/2088.

4. The Commission, after consultation with ESMA, is empowered to adopt delegated acts in accordance
with Article 121 by ... [6 months after the entry into force of this Regulation], to supplement this Article
by further specifying the criteria set out in paragraph 2 for a consensus mechanism to be considered
as operated on a small scale.

EN 23 EN
 Compromise B: Definitions (Article 3)
Covering AMs 2- 4, 189- 265, AMs fall if compromise is adopted

Article 3
Definitions
1. For the purposes of this Regulation, the following definitions apply:
(1) ‘distributed ledger technology’ or ‘DLT’ means a type of technology that support relates
to the distributed recording of encrypted protocols and supporting infrastructure
enabling computers in different locations to propose and validate transactions and
create unalterable data records in a synchronised way over a network ‘distributed ledger
technology’ as defined in [the DLT Pilot Regime Regulation].

(1a) ’a decentralized autonomous organisation’ means a rule-based organisational system

that is not controlled by any central authority and whose rules are entirely routed in its
algorithm;
(2) ‘crypto-asset’ means a digital representation of a value or a right for direct investment or
finance purposes that uses cryptography for security and is in the form of a coin or a
token or any other digital medium of distributed ledgers, and which may be transferred
and stored electronically, using distributed ledger technology or similar technology;
(2a) ‘transfer of crypto-assets’ means a transfer of crypto assets as defined in [the Funds
Transfer Regulation]
(3) ‘asset-referenced token’ means a type of crypto-asset that is not an electronic money
token and that purports to maintain a stable value by referring to the any other value or
right or combination thereof, including one or several official currencies of a country;
(4) ‘electronic money token’ or ‘e-money token’ means a type of crypto-asset the main
purpose of which is to be used as a means of exchange payment and that purports to
maintain a stable value by maintaining a portfolio which ensures that the token
maintains the value of a fiat currency that is legal tender; e-money tokens which maintain
the value of a fiat currency of the Union shall be deemed to be electronic money as
defined in Article 2 (2) of Directive 2009/110/EC;;
(5) ‘utility token’ means a type of fungible crypto-asset which is accepted only by the issuer,
is used for purposes other than as a means of payment or exchange for external goods
or services and is intended to provide digital access to a good or service, available on
DLT , and provided only by the issuer of that token;
(6) ‘issuer of crypto-assets’ means an identifiable natural person , legal person or other
entity being subject of rights and obligations, who offers to the public any type of crypto-
assets or seeks the admission of such crypto-assets to a trading platform for crypto-assets;

EN 24

EN
 (6a) ‘offeror of crypto-assets’ means a legal person who offers to the public any type of
crypto-asset or seeks the admission of a crypto-asset to a trading platform for crypto-
assets; Formatted: Font: Not Italic

6b) ‘consensus mechanism’ means the rules and procedures by which DLT network nodes
validate new transactions;

6c) 'environmentally unsustainable consensus mechanism' means a consensus mechanism

which, if operated on a large scale, causes a significantly harmful environmental impact within
the meaning of Article 17 of Regulation (EU) 2020/852 and undermines the achievement of
the climate objectives under the Paris Agreement, as identified by the Commission on the basis
of the environmental sustainability standards established in accordance with Article 2a.

6d) 'environmentally unsustainable consensus mechanism operated at small scale’ means an

environmentally unsustainable consensus mechanism that, due to the limited scale of its
operations, is very unlikely to cause significant harm to environmental objectives within the
meaning of Article 17 of Regulation (EU) 2020/852 and to undermine the achievement of the
climate objectives under the Paris Agreement.

(6b) ‘decentralised crypto-assets’ means crypto-assets issued and exchanged in a

decentralised network, where no single entity has the effective control over the
transactions in the network, including the issuance and offering of such crypto assets;
(6b) ‘decentralised cryptocurrencies’ means cryptocurrencies issued and exchanged in a
decentralised system, where no single entity has the effective control over the
transactions, including the issuance and offering of such cryptocurrencies;
(7) ‘offer to the public’ means a communication to persons in any form and by any means
on a professional basis , presenting sufficient information on the terms of the offer and
the crypto-assets to be offered so as to enable potential holder/client to decide to
purchase those crypto-assets, including the placing of crypto-assets through crypto-
assets services providers;
(7a) ‘offeror’ means any identifiable natural or legal person, including the issuer of crypto-
assets, that offers crypto-assets to the public;
(7b) "funds" means funds as defined in Article 4, point (25), of Directive (EU) 2015/2366;
(8) ‘crypto-asset service provider’ means any person whose occupation or business is the
provision of one or more crypto-asset services to third parties on a professional basis;
(9) ‘crypto-asset service’ means any of the services and activities listed below relating to any
crypto-asset:
(a) the custody and administration of crypto-assets on behalf of third parties;

EN 25

EN
 (b) the operation of a trading platform for crypto-assets;

(c) the exchange of crypto-assets for fiat currency that is legal tender;
(d) the exchange of crypto-assets for other crypto-assets;
(e) the execution of orders for crypto-assets on behalf of third parties;
(f) placing of crypto-assets;
(fa) the transfer of crypto-assets;
(g) the reception and transmission of orders for crypto-assets on behalf of third parties
(h) providing advice on crypto-assets;
(ha) the exchange of crypto-assets for financial instruments
(hb) providing portfolio management on crypto-assets;
(hc) the provision of a portfolio management service;
(10) ‘the custody and administration of crypto-assets on behalf of third parties’ means
safekeeping or controlling, on behalf of third parties, crypto-assets or the means of access
to such crypto-assets, where applicable in the form of private cryptographic keys;
(11) ‘the operation of a trading platform for crypto-assets’ means managing one or more
trading platforms for crypto-assets, within which multiple third-party buying and selling
interests for crypto-assets can interact in a manner that results in a contract, either by
exchanging one crypto-asset for another or a crypto-asset for fiat currency that is legal
tender;
(12) ‘the exchange of crypto-assets for fiat currency’ means concluding purchase or sale
contracts concerning crypto-assets with third parties against fiat currency that is legal
tender by using proprietary capital;
(13) ‘the exchange of crypto-assets for other crypto-assets’ means concluding purchase or sale
contracts concerning crypto-assets with third parties against other crypto-assets by using
proprietary capital;
(14) ‘the execution of orders for crypto-assets on behalf of third parties’ means concluding
agreements to buy or to sell one or more crypto-assets or to subscribe for one or more
crypto-assets on behalf of third parties;
(15) ‘placing of crypto-assets’ means the marketing of newly-issued crypto-assets or of crypto-
assets that are already issued but that are not admitted to trading on a trading platform for
crypto-assets, to specified purchasers and which does not involve an offer to the public or
an offer to existing holders of the issuer’s crypto-assets;
(16) ‘the reception and transmission of orders for crypto-assets on behalf of third parties’
means the reception from a person of an order to buy or to sell one or more crypto -assets
or to subscribe for one or more crypto-assets and the transmission of that order to a third
party for execution;

EN 26

EN
 (17) ‘providing advice on crypto-assets’ means offering, giving or agreeing to give
personalised or specific recommendations to a third party, either at the third party’s
request or on the initiative of the crypto-asset service provider providing the advice,
concerning the acquisition or the sale of one or more crypto-assets, or the use of crypto-
asset services;
(17a) ‘portfolio management’ means portfolio management as defined in [MiFID]
(18) ‘management body’ means the body of an issuer of crypto -assets, or of a crypto-asset
provider, which is appointed in accordance with national law, and which is empowered to
set the entity’s strategy, objectives, the overall direction and which oversees and monitors
management decision-making and which includes persons who direct the business of the
entity;
(19) ‘credit institution’ means a credit institution as defined in Article 4(1), point (1), of
Regulation (EU) No 575/2013;
(20) ‘qualified investors’ means ‘qualified investors’ as defined in Article 2, point (e), of
Regulation (EU) 2017/1129;
(21) ‘reserve assets’ means the basket of fiat currencies that are legal tender, commodities or
crypto-assets, backing the value of an asset -referenced tokens, or the investment of such
assets;
(22) ‘home Member State’ means:
(a) where the issuer of crypto-assets, other than asset-referenced tokens or electronic
money tokens, has its registered office or a branch in the Union, the Member State
where the issuer of crypto-assets has its registered office or a branch;
(b) where the issuer of crypto-assets, other than asset-referenced tokens or electronic
money tokens, has no registered office in the Union but has two or more branches
in the Union, the Member State chosen by the issuer among those Member States
where the issuer has branches;
(c) where the issuer of crypto-assets, other than asset-referenced tokens or electronic
money tokens, is established in a third country and has no branch in the Union, at
the choice of that issuer, either the Member State where the crypto -assets are
intended to be offered to the public for the first time or the Member State where the
first application for admission to trading on a trading platform for crypto -assets is
made;
(d) for issuer of asset-referenced tokens, the Member State where the issuer of asset-
referenced tokens has its registered office;
(e) for issuers of electronic money tokens, the Member States where the issuer of
electronic money tokens is authorised as a credit institution under Directive
2013/36/EU or as a e-money institution under Directive 2009/110/EC;
(f) for crypto-asset service providers, the Member State where the crypto -asset service
provider has its registered office;
(23) ‘host Member State’ means the Member State where an issuer of crypto -assets has made
an offer of crypto-assets to the public or is seeking admission to trading on a trading

EN 27

EN
 platform for crypto-assets, or where crypto-asset service provider provides crypto-asset
services, when different from the home Member State;
(24) ‘competent authority’ means:
(a) the authority, designated by each Member State in accordance with Article 81 for
issuers of crypto-assets, issuers of asset-referenced tokens and crypto-asset service
providers;
(b) the authority, designated by each Member State, for the application of Directive
2009/110/EC for issuers of e-money tokens;
(25) ‘commodity’ means ‘commodity’ under Article 2(6) of Commission Delegated
Regulation (EU) 2017/565 2 7 ;
(26) ‘qualifying holding’ means any direct or indirect holding in an issuer of asset -referenced
tokens or in a crypto-asset service provider which represents at least 10% of the capital or
the voting rights, as set out in Articles 9 and 10 of Directive 2004/109/EC of the European
P arliament and of the Council2 8, taking into account the conditions regarding aggregation
thereof laid down in paragraphs 4 and 5 of Article 12 of that Directive, or which makes it
possible to exercise a significant influence over the management of the investment firm
in which that holding subsists.
(27) ‘inside information’ means any information of a precise nature that has not been made
public, relating, directly or indirectly, to one or more issuers of crypto -assets or to one or
more crypto-assets, and which, if it was made public, would be likely to have a significant
effect on the prices of those crypto-assets;
(28) ‘consumer’ means any natural person who is acting for purposes which are outside his
trade, business, craft or profession.
(28a) ‘Loyalty or reward programme’ means a contracted mechanism that offers rewards to
members for the participation in the programme. This means the use of redeemable
points or credits that are primarily obtained through participation in a loyalty or reward
programme, where each of the following conditions is met: i) the holder of the crypto-
assets may not transfer them to other holders without the offeror’s permission, and ii)
the crypto-assets are non-fractionable; and iii) the crypto-assets don’t have investment
purposes, as the crypto assets are primarily used for the purchase of goods or services
or other benefits in connection with a loyalty or reward programme;
(28b) proof of stake’ mechanisms request participants to demonstrate ownership of a pre-
defined crypto-asset to allow mining or validating block transactions;
(28c) ‘client’ means any natural or legal person to whom a crypto-asset provider provides a
crypto-asset service;

27
Commission Delegated Regulation (EU) 2017/565 of 25 April 2016 supplementing Directive 2014/65/EU of the
European Parliament and of the Council as regards organisational requirements and operating conditions for
investment firms and defined terms for the purposes of that Directive (OJ L 87, 31.3.2017, p. 1).
28
Directive 2004/109/EC of the European Parliament and of the Council of 15 December 2004 on the harmonisation
of transparency requirements in relation to information about issuers whose securities are admitted to trading on a
regulated market and amending Directive 2001/34/EC (OJ L 390, 31.12.2004, p. 38).

EN 28

EN
 (28d) "central counterparty" (CCP) means "CCP" as defined in point 1 of Article 2 of
Regulation 648/2012/EU;
(28e) ‘proofProof of work’ isconsensus mechanism means a consensus mechanism
thatwhich requires all miners (participants to the DLT network nodes to expend computational
effort performing) to solve complex mathematical calculations in orderpuzzles to validate a new
transaction, thereby adding a block to the blockchainchain and permanently and irreversibly
recording a new transaction;

(28f) "central securities depository" (CSD) means "central securities depository" as defined
in point 1 of Article 2 (1) of Regulation 909/2014/EU;
(28g) "regulated market" means "regulated market" as defined in point 21 of Article 4 (1) of
Directive 2014/65/EU;
2. T he Commission is empowered to adopt delegated acts in accordance with Article 121 to specify
technical elements of the definitions laid down in paragraph 1, and to adjust those definitions to
market developments and technological developments.

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 Compromise C: EBA -> ES MA (h orizontal compromise)

Covering AMs as listed below, AMs fall if compromise is adopted

T he role foreseen for the EBA in the Commission proposal regarding

 asset-referenced tokens (ARTs), as per T itle III
should be taken over by the ESMA.

In addition, respective changes to be made in

 Recitals
 T itle VII: competent Authorities, the EBA and ESMA, and
 T itle IX Transitional and final provisions

T his compromise is covering the following amendments:

Recitals
Amendment no. Recital no. comment
139 67
140 68 NO CHANGE Formatted: Double strikethrough

141 69 NO CHANGE Formatted: Right

To be reworded: ESMA responsible for ARTs, EBA Formatted: Double strikethrough
142 70 responsible for EMTs Formatted: Right
To be reworded: ESMA responsible for ARTs, EBA Formatted: Double strikethrough
143 71 responsible for EMTs Formatted: Double strikethrough

Title III (ARTs)

Explanations/as applicable, list of
Amendment Subparagraph amendments also covered (these AMs also
no. Article Paragraph or Point fall if this compromise is adopted)
396 15 7
397 15 7
409 16 4 1
410 16 4 2
412 16 5 1
413 16 5 2
Addition by
this
compromise 18 3 1st sentence [...] to the EBA, ESMA and the ECB.

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 Addition by
this
compromise 18 4 1st sentence T he EBA, ESMA, the ECB and, [...]
Addition by
this Competent authorities shall inform the
compromise 19 3 1st sentence EBA, ESMA [...]
Addition by
this T he competent authority may also
compromise 21 2 Last sentence consult the EBA, ESMA and the ECB
470 27 5 1
471 27 5 2
476 28 5 1
477 28 5 2
485 30 12 1
489 30 12 2
497 31 4 1
501 31 4 2
536 34 4 2
591 35 5 1
598 35 5 2
604 38 4 1
605 38 4 2
607 39 1 608
617 39 2 618
620 39 3 621
622 39 4 623
624 39 5 1 625
626 39 3 2 627
639 39 6 c 638
640 39 6 d 641
642 40 1 1 643
644 40 2 1 645
646 40 2 2 647
648 40 3 1 649
650 40 3 2 651
652 40 4 653
654 40 5 655
663 41 6 1 662
664 41 6 2 665

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 Title IV (electronic money tokens - NO CHANGE!)
Amendment no Article Paragraph Subparagraph Comment
730 50 1 NO CHANGE
736 50 2 NO CHANGE
740 50 3 NO CHANGE
743 50 4 NO CHANGE
745 51 1 1 NO CHANGE
748 51 1 NO CHANGE
749 51 2 2 NO CHANGE
750 51 3 1 NO CHANGE
752 51 2 NO CHANGE
756 51 4 NO CHANGE

Formatted: Left, Space Before: 0 pt, After: 10 pt, Line

spacing: Multiple 1,15 li
Title VII: competent Authorities, the EBA and ESMA

note: if necessary, AMs to be reworded to reflect the principle that ESMA is responsible for ARTs, and EBA
responsible for EMTs.

Amendment
no Article Paragraph Subparagraph/Point
1006 83 6 1
Title VII -Chapter 3- title
1016
Title of the Article
1017 98
1018 98 1 1
1019 98 1 2
1020 98 3
1022 98 4
1024 99 1
1026 99 2 a
1027 99 2 b Formatted: Font: Bold
1029 99 2 k
1030 99 5 1, d
1031 99 5 2
1032 99 6 1
1033 99 6 2
1034 100 1 i
1035 100 2

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 1036 100 3
1040 100 5
1042 101 2 a
1043 101 2 c
1045 101 2 j
1046 101 6 1
1047 101 6 2
1048 102 1 g
1049 102 2
1050 102 3
1054 102 5

1055 Title VII – Chapter 4 – title

1056 103
1057 104 1
1058 104 3
1059 104 3 g
1060 104 5
1061 105 1 1
1062 105 2
1063 105 3
1064 105 4
1065 105 6 a
1066 105 7
1067 106 1 1
1068 106 2
1069 106 3
1070 106 4
1071 106 5
1072 106 6
1073 106 7
1074 106 8
1075 106 10 a
1076 106 11
1077 107 intro
1078 108 title
1079 108 1
1080 108 2
1081 108 3
1082 109
1083 110
1084 111

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 1085 112 title
1086 112 1
1087 112 2
1088 112 3
1089 112 4
1090 112 5
1091 112 6
1092 112 7 c
1094 114 1
1095 114 4
1096 115 1
1097 115 3
1098 116 1
1099 116 2
1100 116 4
1101 116 5
1102 116 7
1103 116 8
1104 116 9
1105 116 11
1107 117 1
1108 117 2
1109 117 3
1110 119 1
1111 119 2 1
1112 119 2 2
1113 119 3
1114 120 title
1115 120 1
1116 120 2
1117 120 2
1118 120 3

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 Compromise D - TITLE II (Articles 4-14)
Crypto-Assets, other th an asset-referenced tokens or e-money tokens

Covering AMs 5, 266-384, 1150. AMs fall is compromise is adopted.

Article 4
Offers of crypto-assets, other than asset-referenced tokens or e-money tokens, to the public, and
admission of such crypto-assets to trading on a trading platform for crypto-assets
1. No person shall offer crypto-assets, other than asset-referenced tokens or e-money tokens, shall,
in the Union, offer such crypto-assets to the public, or seek an admission of such crypto-assets
to trading on a trading platform for crypto-assets, unless that offeror:
(a) is a legal entity established in the Union, a natural person having its residence in the
Union, or other entity established or having seat in the Union and subject to the rights
and obligations of the Union, or a decentralised autonomous organisation;
(ba) has received authorisation from a competent authority;
(b) has drafted a crypto-asset white paper in respect of those crypto-assets in accordance with
Article 5;
(c) has notified that crypto-asset white paper in accordance with Article 7;
(d) has published the crypto-asset white paper in accordance with Article 8;
(e) complies with the requirements laid down in Article 13.
(ea) has measures in place to prevent the misuse of the offering of crypto-assets to the public
or trading on a platform for crypto-assets for the purposes of money laundering or
financing of terrorism in accordance with Directive (EU) 2015/849 of the European
Parliament and of the Council;
(eb) does not have a parent undertaking, or a subsidiary, that is established in:
(i) a third country listed as a high-risk third country having strategic deficiencies in its
regime on anti-money laundering and counter terrorist financing, in accordance with
Article 9 of Directive (EU) 2015/849;
(ii) a third country listed in Annex I *or Annex II* to the EU list of non-cooperative
jurisdictions for tax purposes;
(iii) a third country with a 0 % corporate tax rate or with no taxes on companies’ profits.
2. P aragraph 1, points (b) to (d) shall not apply where:
(a) the crypto-assets are offered for free;
(b) the crypto-assets are automatically created through mining as a reward for the
maintenance of the DLT or the validation of transactions;
(c) the crypto-assets are unique and not fungible with other crypto-assets; are not
fractionable and transferable directly to other holders without the issuer’s permission,
are accepted only by the issuer, including merchant’s loyalty schemes, represent IP
rights, guarantees, certificate authenticity of a unique physical asset, or any other right

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 not linked to the ones that financial instruments bear, and are not accepted to trading
at a crypto-asset exchange;
(d) the crypto-assets are offered to fewer than 150 500 natural or legal persons per Member
State where such persons are acting on their own account;
(e) over a period of 12 months, the total consideration of an offer to the public of crypto-
assets in the Union does not exceed EUR 1 000 000 5 000 000, or the equivalent amount
in another currency or in crypto-assets;
(f) the offer to the public of the crypto-assets is solely addressed to qualified investors and
the crypto-assets can only be held by such qualified investors.
(fa) the crypto-assets are specific-purpose crypto-assets that can only be used for purchases
of a specific store or network of stores, cannot be transferred between holders and do
not have a wider general-purpose use-case.

For the purpose of point (a), crypto-assets shall not be considered to be offered for free where purchasers
are required to provide or to undertake to provide personal data to the issuer or offeror in exchange for
those crypto-assets, or where the issuer or offeror of those crypto-assets receives from the prospective
holders of those crypto-assets any third party fees, commissions, monetary benefits or non -monetary
benefits in exchange for those crypto-assets.
Where utility tokens in operation are offered to third parties for the sole purpose of ensuring access
to the relevant good or service, they may be offered directly by issuers or offerors to third parties.

3. Where the offer to the public of crypto-assets, other than asset-referenced tokens or e-money
tokens, concerns utility tokens for a service that is not yet in operation, the duration of the public
offer as described in the crypto-asset white paper shall not exceed 12 months.
3b. No additional white paper shall be required in any subsequent offer of crypto-assets or when
seeking admission to trading within a period of twelve months from the date of the initial offer
as long as a white paper is available in accordance with Article 5, updated in accordance with
Article 11, and the offeror responsible for drawing up such white paper consents to its use by
means of a written agreement.
3c. Where the issuer is a decentralised autonomous organisation, competent authorities shall
ensure that steps comparable identical to those set out in paragraph 1, points (b) to (d) have
been taken.

Article 5
Content and form of the crypto-asset white paper
1. T he crypto-asset white paper referred to in Article 4(1), point (b), shall contain all the following
information:
(a) a detailed description of the issuer, including a summary of key financial information
regarding the issuer, and a presentation detailed description of the main participants
involved in the project's design and development;

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 (aa) a contact telephone number and an email address of the issuer and the offerer, and a
peroid of days during which an investor contacting the issuer or the offeror via this
telephone number or email address will receive an answer.
(b) a detailed description of the issuer’s project, the type of crypto-asset that will be offered
to the public or for which admission to trading is sought, the reasons why the crypto -assets
will be offered to the public or why admission to trading is sought and the planned use of
the fiat currency or other crypto-assets collected via the offer to the public;
(ba) if different from the issuer and the offeror, the identification of the person which
prepared the white paper and the reason why that person prepared the white paper;
(bb) a description of the consensus mechanism and underlying technology, including any
adverse impact by the issuer or the crypto-asset project on climate and other
environmental, social and governance adverse impacts;
(bc(bb) an independent assessment of the likely energy consumption of the crypto-asset
where the "proof of work" model is used; Formatted: Font: Not Bold, Not Italic

(bd) where the crypto-asset is based or relies on a ‘environmentally unsustainable consensus

mechanism’ as defined Article 3, a roadmap to shift to an alternative consensus
mechanism that is not identified as environmentally unsustainable, by 31 December
2024, unless it is based on an environmentally unsustainable consensus mechanism
operated at small scale
(c) a detailed description of the characteristics of the offer to the public, in particular the
number of crypto-assets that will be issued or for which admission to trading is sought,
the issue price of the crypto-assets and the subscription terms and conditions;
(d) a detailed description of the rights and obligations attached to the crypto -assets and the
procedures and conditions for exercising by which the issuer, offeror and the consumer
will be permitted to exercise those rights;
(e) information on the underlying technology, protocols, and standards applied by the issuer
of the crypto-assets allowing for the holding, storing and transfer of those crypto -assets;
(f) a detailed description of the risks relating to the issuer of the crypto -assets, the crypto-
assets, the offer to the public of the crypto-asset and the implementation of the project;
(g) the disclosure items specified in Annex I.
2. All information referred to in paragraph 1 shall be fair, clear and not misleading. T he crypto-
asset white paper shall not contain material omissions and shall be presented in a concise and
comprehensible form.
3. T he crypto-asset white paper shall contain the following statement: “The issuer of the crypto-
assets is solely responsible for the content of this crypto -asset white paper. T his crypto-asset
white paper has not been reviewed or approved by any competent authority in any Member State
of the European Union”.
4. T he crypto-asset white paper shall not contain any assertions on the future value of the crypto-
assets, other than the statement referred to in paragraph 5, unless the issuer of those crypto-
assets can guarantee such future value.
5. T he crypto-asset white paper shall contain a clear and unambiguous statement that:

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 (a) the crypto-assets may lose their value in part or in full;
(b) the crypto-assets may not always be transferable;
(c) the crypto-assets may not be liquid;
(d) where the offer to the public concerns utility tokens, that such utility tokens may not be
exchangeable against the good or service promised in the crypto-asset white paper,
especially in case of failure or discontinuation of the project.
(da) where applicable, the crypto-asset key information sheet wh ite paper shall contain a
clear risk warning that the crypto-assets are not covered by the investor compensation
schemes established in accordance with Directive 97/9/EC of the European Parliament
and of the Council nor by the deposit guarantee schemes established in accordance with
Directive 2014/49/EU of the European Parliament and of the Council.
6. Every crypto-asset white paper shall contain a statement from the management body of the
issuer of the crypto-assets. T hat statement shall confirm that the crypto -asset white paper
complies with the requirements of this T itle and that, to the be st knowledge of the management
body, the information presented in the crypto-asset white paper is correct and that there is no
significant omission.
7. T he crypto-asset white paper shall contain a summary which shall in brief and non -technical
language provide key information about the offer to the public of the crypto -assets or about the
intended admission of crypto-assets to trading on a trading platform for crypto -assets, and in
particular about the essential elements of the crypto -assets concerned. T he format and content
of the summary of the crypto-asset white paper shall provide, in conjunction with the crypto-
asset white paper, appropriate information about essential elements of the crypto -assets
concerned in order to help potential purchasers of the crypto-assets to make an informed
decision. T he summary shall contain a warning that:
(a) it should be read as an introduction to the crypto-asset white paper;
(b) the prospective purchaser should base any decision to purchase a crypto -asset on the
content of the whole crypto-asset white paper;
(c) the offer to the public of crypto-assets does not constitute an offer or solicitation to sell
financial instruments and that any such offer or solicitation to sell financial instruments
can be made only by means of a prospectus or other offering documents pursuant to
national laws;
(d) the crypto-asset white paper does not constitute a prospectus as referred to in Regulation
(EU) 2017/1129 or another offering document pursuant to Union legislation or national
laws.
8. Every crypto-asset white paper shall be dated.
9. T he crypto-asset white paper shall be drawn up in at least one of the official languages of the
home Member State or in a language customary in the sphere of international finance English.
10. T he crypto-asset white paper shall be made available in machine readable formats.
11. ESMA, after consultation of the EBA, shall develop draft implementing technical standards to
establish standard forms, formats and templates for the purposes of paragraph 10.

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 ESMA shall submit those draft implementing technical standards to the Commission by [please
insert date 12 months after entry into force].
P ower is conferred on the Commission to adopt the implementing technical standards referred
to in the first subparagraph in accordance with Article 15 of Regulation (EU) No 1095/2010.

Article 6
Marketing communications
Any marketing communications relating to an offer to the public of crypto -assets, other than asset-
referenced tokens or e-money tokens, or to the admission of such crypto-assets to trading on a trading
platform for crypto-assets, shall comply with all of the following:
(a) the marketing communications shall be clearly identifiable as such;
(b) the information in the marketing communications shall be fair, clear and not misleading;
(c) the information in the marketing communications shall be consistent with the information
in the crypto-asset white paper, where such a crypto-asset white paper is required in
accordance with Article 4;
(d) the marketing communications shall clearly state that a crypto-asset white paper has been
published and indicate the address of the website of the issuer of the crypto -assets
concerned as well as a contact telephone number and an email address of the issuer.

Article 7
Notification of the crypto-asset white paper, and, where applicable, of the marketing
communications
1. Competent authorities shall not require an ex ante approval of a crypto -asset white paper, nor of
any marketing communications relating to it before their publication. It shall, however, be
possible for issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, to
ask the competent authority for ex ante approval of a crypto-asset white paper. That ex ante
approval of a crypto-asset white paper shall be valid throughout the Union.
2. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, shall notify their
crypto-asset white paper, and, in case of marketing communications as referred to in Article 6,
such marketing communications, to the competent authority of their home Member State at least
20 working days before publication of the crypto-asset white paper. T hat competent authority
may exercise the powers laid down in Article 82(1).
3. T he notification of the crypto-asset white paper shall explain why the crypto-asset described in
the crypto-asset white paper is not to be considered:
(a) a financial instrument as defined in Article 4(1), point (15), of Directive 2014/65/EU;
(b) electronic money as defined in in Article 2, point 2, of Directive 2009/110/EC;
(c) a deposit as defined in Article 2(1), point (3), of Directive 2014/49/EU;
(d) a structured deposit as defined in Article 4(1), point (43), of Directive 2014/65/EU.
4. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, shall, together
with the notification referred to in paragraphs 2 and 3, provide the competent authority of their

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 home Member State with a list of host Member States, if any, where they intend to offer their
crypto-assets to the public or intend to seek admission to trading on a trading platform for
crypto-assets. T hey shall also inform their home Member State of the starting date of the
intended offer to the public or intended admission to trading on such a trading platform for
crypto-assets.
T he competent authority of the home Member State shall notify the competent authority of the
host Member State of the intended offer to the public or the intended admission to trading on a
trading platform for crypto-assets within 2 working days following the receipt of the list referred
to in the first subparagraph.
5. Competent authorities shall communicate to ESMA the crypto-asset white papers that have been
notified to them and the date of their notification. ESM A shall make the notified crypto-asset
white papers available in the register referred to in Article 57.

Article 8
Publication of the crypto-asset white paper, and, where applicable, of the marketing communications
1. Issuers, offerors or persons seeking admission to trading of crypto-assets, other than asset-
referenced tokens or e-money tokens, shall publish their crypto-asset white paper, and, where
applicable, their marketing communications, on their website, which shall be publicly
accessible, by no later than the starting date of the offer to the public of those crypto -assets or
the admission of those crypto-assets to trading on a trading platform for crypto -assets. The
crypto-asset white paper, and, where applicable, the marketing communications, sh all remain
available on the issuer’s website for as long as the crypto-assets are held by the public.
2. T he published crypto-asset white paper, and, where applicable, the marketing communications,
shall be identical to the version notified to the relevant competent authority in accordance with
Article 7, or, where applicable, modified in accordance with Article 11.

Article 9
Offers to the public of crypto-assets, other than asset-referenced tokens or e-money tokens, that are
limited in time
1. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, that set a time
limit on their offer to the public of those crypto-assets shall publish on their website the result
of the offer within 16 working days from the end of the subscription period.
2. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, that set a time
limit for their offer to the public of crypto-assets shall have effective arrangements in place to
monitor and safeguard the funds, or other crypto-assets, raised during such offer. For that
purpose, such issuers shall ensure that the funds or other crypto-assets collected during the offer
to the public are kept in custody by either of the following:
(a) a credit institution, where the funds raised during the offer to the public takes the form of
fiat currency;
(b) a crypto-asset service provider authorised for the custody and administration of crypto-
assets on behalf of third parties.

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 Article 10
Permission to offer crypto-assets, other than asset-referenced tokens or e-money tokens, to the public
or to seek admission for trading such crypto-assets on a trading platform for crypto-assets
1. After publication of the crypto-asset white paper in accordance with Article 8, and, where
applicable, Article 11, issuers of crypto-assets may offer their crypto-assets, other than asset-
referenced tokens or e-money tokens, throughout the Union and seek admission to trading of
such crypto-assets on a trading platform for crypto-assets.
2. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, that have
published a crypto-asset white paper in accordance with Article 8, and where applicable
Article 11, shall not be subject to any further information requirements, with regard to the offer
of those crypto-assets or the admission of such crypto-assets to a trading platform for crypto-
assets.

Article 11
Modification of published crypto-asset white papers and, where applicable, published marketing
communications after their publication
1. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, shall modify
their published crypto-asset white paper, and, where applicable, published marketing
communications, to describe any change or new fact that is likely to have a significant inf luence
on the purchase decision of any potential purchaser of such crypto -assets, or on the decision of
holders of such crypto-assets to sell or exchange such crypto-assets.
2. T he issuer shall immediately inform the public on its website of the notification of a modified
crypto-asset white paper with the competent authority of its home Member State and shall
provide a summary of the reasons for which it has notified a modified crypto-asset white paper.
3. T he order of the information in a modified crypto-asset white paper, and, where applicable, in
modified marketing communications, shall be consistent with that of the crypto -asset white
paper or marketing communications published in accordance with Article 8.
4. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, shall notify their
modified crypto-asset white papers, and where applicable, modified marketing communications,
to the competent authority of their home Member State, including the reasons for such
modification, at least seven working days before their publication. T hat competent authority
may exercise the powers laid down in Article 82(1).
5. Within 2 working days of the receipt of a draft modified crypto -asset white paper, and, where
applicable, the modified marketing communications, the competent authority of the home
Member State shall notify the modified crypto-asset white paper and, where applicable, the
modified marketing communications, to the competent authority of the host Member State
referred to in Article 7(4).
6. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, shall publish the
modified crypto-asset white paper, and, where applicable, the modified marketing
communications, including the reasons for such modification, on their website in accordance
with Article 8.

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 7. T he modified crypto-asset white paper, and, where applicable, the modified marketing
communications, shall be time-stamped. T he latest modified crypto-asset white paper, and,
where applicable, the modified marketing communications, shall be marked as the applicable
version. All the modified crypto-asset white papers, and, where applicable, the modified
marketing communication, shall remain available for as long as the crypto -assets are held by the
public.
8. Where the offer to the public concerns utility tokens, the changes made in the modified crypto-
asset white paper, and, where applicable, the modified marketing communications, shall not
extend the time limit of 12 months referred to in Article 4(3).

Article 12
Right of withdrawal
1. Issuers of crypto-assets, other than asset-referenced tokens and e-money tokens, shall offer a
right of withdrawal to any consumer who buys such crypto-assets directly from the issuer or
from a crypto-asset service provider placing crypto-assets on behalf of that issuer, and to any
consumer that has purchased crypto-assets that are subsequently the subject of a modified
crypto-asset white paper.
Consumers shall have a period of 14 calendar days to withdraw their agreement to purchase
those crypto-assets without incurring any cost and without giving reasons. T he period of
withdrawal shall begin from the day of the consumers’ agreement to purchase those crypto-
assets.
2. All payments received from a consumer, including, if applicable, any charges, shall be
reimbursed without undue delay and in any event not later than 14 days from the day on which
the issuer of crypto-assets or a crypto-asset service provider placing crypto-assets on behalf of
that issuer is informed of the consumer’s decision to withdraw from the agreement.
T he reimbursement shall be carried out using the same means of payment as the consumer used
for the initial transaction, unless the consumer has expressly agreed otherwise and provided that
the consumer does not incur any fees as a result of such reimbursement.
3. Issuers of crypto-assets shall provide information on the right of withdrawal referred to in
paragraph 1 in their crypto-asset white paper.
4. T he right of withdrawal shall not apply where the crypto-assets are admitted to trading on a
trading platform for crypto-assets.
5. Where issuers of crypto-assets have set a time limit on their offer to the public of such crypto-
assets in accordance with Article 9, the right of withdrawal shall not be exerc ised after the end
of the subscription period.

Article 13
Obligations of issuers of crypto-assets, other than asset-referenced tokens or e-money tokens
1. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, shall:
(a) act honestly, fairly and professionally;
(b) communicate with the holders of crypto-assets in a fair, clear and not misleading manner;

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 (c) prevent, identify, manage and disclose any conflicts of interest that may arise;
(d) maintain all of their systems and security access protocols to appropriate Union standards.
For the purposes of point (d), ESMA, in cooperation with the EBA, shall develop guidelines
pursuant to Article 16 of Regulation (EU) No 1095/2010 to specify the Union standards.
2. Issuers of crypto-assets, other than asset-referenced tokens or e-money tokens, shall act in the
best interests of the holders of such crypto-assets and shall treat them equally, unless any
preferential treatment is disclosed in the crypto-asset white paper, and, where applicable, the
marketing communications.
3. Where an offer to the public of crypto-assets, other than asset-referenced tokens or e-money
tokens, is cancelled for any reason, issuers of such crypto -assets shall ensure that any funds
collected from purchasers or potential purchasers are duly returned to them as soon as possible
and not later than 20 working days after the date of cancellation of the offer to the public.

Article 14
Liability of issuers of crypto-assets, other than asset-referenced tokens or e-money tokens for the
information given in a crypto-asset white paper
1. Where an issuer of crypto-assets, other than asset-referenced tokens or e-money tokens, or its
management body or the operator of an exchange that has admitted crypto-assets to trading
at its own initiative has infringed Article 5, by providing in its crypto-asset white paper or in a
modified crypto-asset white paper information which is not complete, fair or clear or by
providing information which is misleading, a holder of crypto-assets may claim damages from
that issuer of crypto-assets, other than asset-referenced tokens or e-money tokens, or its
management body or the operator of an exchange that has admitted crypto-assets to trading
at its own initiative for damage caused to her or him due to that infringement.
Any exclusion of civil liability shall be deprived of any legal effect.
2. It shall be the responsibility of the holders of crypto -assets to present evidence indicating that
the issuer of crypto-assets, other than asset-referenced tokens or e-money tokens, has infringed
Article 5 and that such an infringement had an impact on his or her decision to buy, sell or
exchange the said crypto-assets.
3. A holder of crypto-assets shall not be able to claim damages for the information provided in a
summary as referred to in Article 5(7), including the translation thereof, except where:
(a) the summary is misleading, inaccurate or inconsistent when read together with the other
parts of the crypto-asset white paper;
(b) the summary does not provide, when read together with the other parts of the crypto -asset
white paper, key information in order to aid consumers and investors when considering
whether to purchase such crypto-assets.
4. T his Article does not exclude further civil liability claims in accordance with national law.

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 Compromise E: TITLE III Au thorisation to offer asset-referenced tokens to the pu blic and to
seek their admission to trading on a trading platform for crypto -assets (Articles 15- 42)
Covering AMs 6-9, 385-408, 411, 414-469, 472-475, 478-484, 486-488, 490-496, 498-500, 503-535,
537-590, 592-597, 599-603, 606, 609-616, 619, 628-637, 656-661, 666, 1151, 1152, 1154-1160, AMs
fall if compromise is adopted

Chapte r 1

Authoris ation to offe r asset-refe renced tokens to the public and to seek
the ir admis s ion to trading on a trading platform for crypto -assets
Article 15
Au th orisation
1. No person or legal entity shall offer asset-referenced tokens shall, within the Union, offer such
tokens to the public or seek an admission of such assets to trading on a trading platform for crypto-
assets in the Union, unless such the issuers of such asset-referenced token has have been authorised
to do so in accordance with Article 19 by the competent authority of their home Member State.
2. Only legal entities that are established in the Union shall be granted an authorisation as referred to in
paragraph 1.
3. P aragraph 1 shall not apply where:
(a) over a period of 12 months, calculated at the end of each calendar day, the average
outstanding amount of asset-referenced tokens does not exceed EUR 5 000 000, or the
equivalent amount in another currency;
(b) the offer to the public of the asset -referenced tokens is solely addressed to
qualified investors and the asset-referenced tokens can only be held by such qualified
investors.
Issuers of such asset-referenced tokens shall, however, produce a crypto-asset white paper as
referred to in Article 17 and notify that crypto-asset white paper, and where applicable, their
marketing communications, to the competent authority of their home Member State in
accordance with Article 7.
4. P aragraph 1 shall not apply where the issuers of asset -referenced tokens are authorised as a credit
institution in accordance with Article 8 of Directive 2013/36/EU.
Such issuers shall, however, produce a crypto-asset white paper as referred to in Article 17, and
submit that crypto-asset white paper for approval by the competent authority of their home
Member State in accordance with paragraph 7.
5. T he authorisation granted by ESMA the competent authority the competent authority shall be
valid for the entire Union and shall allow an issuer to offer the asset -referenced tokens for which it has
been authorised throughout the Union, or to seek an admission of such asset -referenced tokens to trading
on a trading platform for crypto-assets.
6. T he approval granted by the competent authority of the issuers’ crypto -asset white paper under
Article 19 or on a modified crypto-asset white paper under Article 21 shall be valid for the entire Union.

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 7. T he EBA shall, in close cooperation with ESMA, develop draft regulatory technical standards to
specify the procedure for the approval of a crypto-asset white paper referred to in paragraph 4.
EBA shall submit those draft regulatory technical standards to the Commission by [please insert
date 12 months after the entry into force].

(8) Concerning asset-referenced tokens issued as decentralised crypto-asets or where issuers are
established in third countries, a crypto-asset service provider operating a trading platform may also
be authorised as an offeror when it admits such asset-referenced tokens to trading on its own initiative.
The authorisation of such offeror shall not be limited to trading on the trading platform that it operates
and shall not prevent other entities from applying for authorisation to offer crypto-assets to the public.
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in the first
subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1093/2010

Article 16
Application for authorisation
(1) Issuers of asset-referenced tokens shall submit their application for an aut horisation as referred to in
Article 15 to ESMA the competent authority of their home Member State the competent
authority of their Member State.
(2) T he application referred to in paragraph 1 shall contain all of the following information:
(a) the address of the applicant issuer;
(b) the articles of association of the applicant issuer;
(c) a programme of operations, setting out the business model that the applicant issuer intends
to follow;
(d) a legal opinion that the asset-referenced tokens do not qualify as financial instruments,
electronic money, deposits or structured deposits;
(e) a detailed description of the applicant issuer’s governance arrangements;
(ea) a description of the applicant’s crypto-asset service provider’s internal control
mechanisms and procedures, referred to in [Article 30a], to ensure compliance with the
obligations in relation to money laundering and terrorist financing under Directive (EU)
2015/849;
(f) the identity of the members of the management body of the applicant issuer;
(g) proof that the persons referred to in point (f) are of good repute and possess appropriate
knowledge and experience to manage the applicant issuer;
(h) where applicable, proof that natural persons who either own, directly or indirectly, more
than 20% of the applicant issuer's share capital or voting rights, or who exercise, by any other
means, control over the said applicant issuer, have good repute and competence;
(i) a crypto-asset white paper as referred to in Article 17;
(j) the policies and procedures referred to in Article 30(5), points (a) to (k);
(k) a description of the contractual arrangements with the third parties referred to in the last
subparagraph of Article 30(5);
(l) a description of the applicant issuer’s business cont inuity policy referred to in
Article 30(8);
(m) a description of the internal control mechanisms and risk management procedures referred
to in Article 30(9);

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 (n) a description of the procedures and systems to safeguard the security, including cyber
security, integrity and confidentiality of information referred to in Article 30(10);
(o) a description of the applicant issuer’s complaint handling procedures as referred to in
Article 27.

(2a) Issuers that have previously been authorised to offer asset-referenced tokens to the
public or seek an admission of such assets to trading on a trading platform for crypto -assets
in accordance with Article 15 shall not be required to resubmit the information laid down
in paragraph 2 of this Article if the issuer confirms that the information is still correct.

3. For the purposes of paragraph 2, points (g) and (h), applicant issuers of asset -referenced tokens
shall provide proof of all of the following:
(1) (a) for all the persons involved in the management of the applicant issuer of asset -
referenced tokens, the absence of a criminal record in respect of convictions or penalties
under national rules in force in the fields of commercial law, insolvency law, financial
services legislation, anti-money laundering legislation, counter-terrorism legislation,
fraud, or professional liability;
(2) (b) that the members of the management body of the applicant issuer of asset -
referenced tokens collectively possess sufficient knowledge, skills and experience to
manage the issuer of asset-referenced tokens and that those persons are required to commit
sufficient time to perform their duties.
4. T he EBA shall, in close cooperation with ESMA, develop draft regulatory technical standards to
specify the information that an application shall contain, in addition to the information referred to in
paragraph 2.
(1) T he EBA shall submit those draft regulatory technical standards to the Commission by
[please insert date 12 months after the entry into force].
(2) P ower is delegated to the Commission to adopt the regulatory technical standards referred
to in the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU)
No 1093/2010.
5. T he EBA shall, in close cooperation with ESMA, develop draft implementing technical st andards
to establish standard forms, templates and procedures for the application for authorisation, including the
standard to be met by the legal opinion referred to in paragraph 2, point (d), in order to ensure
uniformity across the Union.
T he EBA shall submit those draft implementing technical standards to the Commission by
[please insert date 12 months after the entry into force].
P ower is conferred on the Commission to adopt the implementing technical standards referred
to in the first subparagraph in accordance with Article 15 of Regulation (EU) No 1093/2010.

Article 17
Content and form of the crypto-asset white paper for asset-referenced tokens
1. T he crypto-asset white paper referred to in Article 16(2), point (i), shall comply with all the
requirements laid down in Article 4 5. In addition to the information referred to in Article 4 5, however,
the crypto-asset white paper shall contain all of the following information:

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 (a) a detailed description of the issuer’s governance arrangements, including a
description of the role, responsibilities and accountability of the third-party entities
referred to in Article 30(5), point (h);
(aa) a detailed description of the claim that the asset-referenced token represents for
holders, including the contribution to such claim of each asset being referenced when
more than one asset is referenced;
(b) a detailed description of the reserve of assets referred to in Article 32;
(c) a detailed description of the custody arrangements for the reserve assets, including the
segregation of the assets, as referred to in Article 33;
(d) in case of an investment of the reserve assets as referred to in Artic le 34, a detailed
description of the investment policy for those reserve assets;
(e) detailed information on the nature and enforceability of rights, including:
(i) information on the any direct redemption right or any claims granted in accordance with
Article 32;
(ii) any other rights that holders of asset-referenced tokens and any legal or natural person as
referred in Article 35(3), may have on the reserve assets or against the issuer, including how
such rights may be treated in insolvency procedures.
(f) where the issuer does not offer a direct right on the reserve assets, detailed information
on the mechanisms referred to in Article 35(4) to ensure the liquidity of the asset -referenced
tokens;
(g) a detailed description of the complaint handling procedure referred to in Article 27;
(h) the disclosure items specified in Annexes I and II.
(3) For the purposes of point (e), where no direct claim or redemption right has been granted
to all the holders of asset-referenced tokens, the crypto-asset white paper shall contain a clear
and unambiguous statement that all the holders of the crypto -assets do not have a claim on the
reserve assets, or cannot redeem those reserve assets with the issuer at any time.
2. T he crypto-asset white paper shall contain a summary which shall in brief and non-
technical language provide key information about the offer to the public of the asset -referenced
tokens or about the intended admission of asset -referenced tokens to trading on a trading
platform for crypto-assets, and in particular about the essential elements of the asset -referenced
tokens concerned. The format and content of the summary of the crypto -asset white paper shall
provide, in conjunction with the crypto-asset white paper, appropriate information about
essential elements of the asset-referenced tokens concerned in order to help potential purchasers
of the asset-referenced tokens to make an informed decision. T he summary shall contain a
warning that:
(i) it should be read as an introduction to the crypto-asset white paper;
(j) the prospective purchaser should base any decision to purchase an asset -referenced token
on the content of the whole crypto-asset white paper;
(k) the offer to the public of asset-referenced tokens does not constitute an offer or solicitation
to sell financial instruments and that any such offer or solicitation to sell financial instruments
can be made only by means of a prospectus or other offering documents pursuant to national
laws;
(l) the crypto-asset white paper does not constitute a prospectus as referred to in Regulation
(EU) 2017/1129 or another offering document pursuant to Union legislation or national laws.
3. Every crypto-asset white paper shall be dated.
(3) T he crypto-asset white paper shall be drawn up in at least one of the official languages of the
home Member State or in English a language customary in the sphere of international finance.

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 4. T he crypto-asset white paper shall be made available in machine readable formats.
ESMA, after consultation of the EBA, shall develop draft implementing technical standards to
establish standard forms, formats and templates for the purposes of paragraph 10.
ESMA shall submit those draft implementing technical standards to the Commission by [please
insert date 12 months after entry into force].
5. P ower is conferred on the Commission to adopt the implementing technical standards
referred to in the first subparagraph in accordance with Article 15 of Regulation (EU)
No 1095/2010.

Article 18
Assessment of the application for authorisation
1. Competent authorities receiving an application for authorisation as referred to in Article 16 shall,
within 20 working days of receipt of such application, assess whether tha t application, including the
crypto-asset white paper referred to in Article 16(2), point (i), is complete. They shall immediately notify
the applicant issuer of whether the application, including the crypto -asset white paper, is complete.
Where the application, including the crypto-asset white paper, is not complete, they shall set a deadline
by which the applicant issuer is to provide any missing information.
2. T he competent authorities shall, within 3 months from the receipt of a complete application,
assess whether the applicant issuer complies with the requirements set out in this T itle and take a fully
reasoned draft decision granting or refusing authorisation. Within those three months, competent
authorities may request from the applicant issuer any information on the application, including on the
crypto-asset white paper referred in Article 16(2), point (i).
3. Competent authorities shall, after the three months referred to in paragraph 2, transmit their draft
decision to the applicant issuer, and their draft decision and the application file to the EBA, ESMA and
the ECB. Where the applicant issuer is established in a Member State the currency of which is not the
euro, or where a currency that is not the euro is included in the reserve assets, competent authorities shall
consult the central bank of that Member State. Applicant issuers shall have the right to provide their
competent authority with observations and comments on their draft decisions.
4. T he EBA, ESMA, the ECB and, where applicable, a cen tral bank as referred to in paragraph 3
shall, within 2 months after having received of receiving the draft decision and the application file, issue
a non-binding an opinion on the application and transmit their non-binding opinions to the competent
authority concerned. The opinions shall be non-binding with the exception of those of the ECB and
those of Member States’ central banks as referred to in paragraph 3 that relate to monetary policy
enforcement, financial stability issues and ensuring the secure handling of payments. T hat The
competent authority shall duly consider those non-binding opinions and the observations and comments
of the applicant issuer. If the ECB delivers a negative opinion because of monetary policy
considerations, the competent authority shall refuse the application for authorisation and inform the
applicant issuer of the decision.

Article 19
Grant or refusal of the authorisation
1. Competent authorities shall, within one month six weeks after having received of receiving the
non-binding opinions referred to in Article 18(4), take a fully reasoned decision granting or refusing
authorisation to the applicant issuer and, and, within 5 working days, notify that decision to applicant

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 issuers. Where an applicant issuer is authorised, its crypto-asset white paper shall be deemed to be
approved.
1a. If the competent authority fails to take a decision persuant to paragraph 1, such failure
shall be deemed to constitute approval of the application.
2. Competent authorities shall refuse authorisation where there are objective and demonstrable
grounds for believing that:
(a) the management body of the applicant issuer may pose a threat to its effective, sound and
prudent management and business continuity and to the adequate consideration of the interest
of its clients and the integrity of the market;
(b) the applicant issuer fails to meet or is likely to fail to meet any of the requirements of this
T itle;
(c) the applicant issuer’s business model may pose a serious threat to financial stability,
monetary policy transmission or monetary sovereignty provided, however, that the competent authority
acts in accordance with the opinion of the ECB or the national central bank as referred to in Article
18(4).
(cb) the ECB or the national central banks of the ESCB give a negative opinion within their
exclusive competence for the conduct of the monetary policy, and the promotion of the smooth
operation of payment systems as referred to in Article 18(4). .
3. Competent authorities shall inform the EBA, ESMA and the ECB and, where applicable, the
central banks referred to in Article 18(3), of all authorisations granted. ESMA shall include the following
information in the register of crypto-assets and crypto-asset service providers referred to in Article 57:
(a) the name, legal form and the legal entity identifier of the issuer of asset -referenced tokens;
(b) the commercial name, physical address and website of the issuer of the asset-referenced
tokens;
(c) the crypto-asset white papers or the modified crypto-asset white papers;
(d) any other services provided by the issuer of asset -referenced tokens not covered by this
Regulation, with a reference to the relevant Union or national law.

Article 20
Withdrawal of the authorisation
1. Competent authorities shall withdraw the authorisation of issuers of asset -referenced tokens in
any of the following situations:
(a) the issuer has not used its authorisation within 6 months after the authorisation has been
granted;
(b) the issuer has not used its authorisation for 6 successive months;
(c) the issuer has obtained its authorisation by irregular means, including making false
statements in the application for authorisation referred to in Article 16 or in any crypto-asset
white paper modified in accordance with Article 21;
(d) the issuer no longer meets the conditions under which the authorisation was granted;
(e) the issuer has seriously infringed the provisions of this T itle;
(f) has been put under an orderly wind-down plan, in accordance with applicable national
insolvency laws;
(g) has expressly renounced its authorisation or has decided to stop its operations.
(ga) the issuer fails to have in place effective measures and procedures to prevent, detect and
investigate illicit activities connected to its asset-referenced tokens;

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 (gb) the issuer’s activities pose a serious risk to investor and consumer protection, market
integrity, financial stability or monetary policy transmission;
(gc) the ECB or the national central banks of the ESCB within their exclusive
competences, issue a negative opinion that the asset-referenced tokens pose a serious threat
to the monetary policy transmition or monetary sovereignty and the smooth operation of
payment systems.
Issuers of asset-referenced tokens shall notify their competent authority of any of the situations
referred to in points (f) and (g).
2. Competent authorities shall notify the competent authority of an issuer of asset -referenced tokens
of the following without delay:
(a) the fact that a third-party entity as referred to in Article 30(5), point (h) has lost its
authorisation as a credit institution as referred to in Article 8 of Directive 2013/36/EU, as a
crypto-asset service provider as referred to in Article 53 of this Regulation, as a payment
institution as referred to in Article 11 of Directive (EU) 2015/2366, or as an electronic money
institution as referred to in Article 3 of Directive 2009/110/EC;
(b)the fact that an issuer of asset -referenced tokens, or the members of its management
body, have breached national provisions transposing Directive (EU) 2015/849 of the European
P arliament and of the Council2 9 in respect of money laundering or terrorism financing.
3. Competent authorities shall withdraw the authorisation of an issuer of asset -referenced tokens
where they are of the opinion that the facts referred to in paragraph 2, points (a) and (b), affect the good
repute of the management body of that issuer, or indicate a failure of the governance arrangements or
internal control mechanisms as referred to in Article 30. When the authorisation is withdrawn, the issuer
of asset-referenced tokens shall implement the procedure under Article 42.

Article 21
Modification of published crypto-asset white papers for asset-referenced tokens
1. Issuers of asset-referenced tokens shall also notify the competent authority of their home Member
States of any intended change of the issuer’s business model likely to have a significant influence on the
purchase decision of any actual or potential holder of asset -referenced tokens, which occurs after the
authorisation mentioned in Article 19. Such changes include, among others, any material modifications
to:
(a) the governance arrangements;
(b) the reserve assets and the custody of the reserve assets;
(c) the rights granted to the holders of asset -referenced tokens;
(d) the mechanism through which asset-referenced tokens are issued, created and destroyed;
(e) the protocols for validating the transactions in asset -referenced tokens;
(f) the functioning of the issuer’s proprietary DLT, where the asset -referenced tokens are
issued, transferred and stored on such a DLT ;
(g) the mechanisms to ensure the redemption of the asset -referenced tokens or to ensure their
liquidity;

29
Directive (EU) 2015/849 of the European Parliament and of th e Council of 20 May 2015 on the prevention of the
use of the financial systemfor the purposes of money laundering or terrorist financing, amending Regulation (EU)
No 648/2012 of the European Parliament and of the Council, and repealing Directive 2005/60/E C of the European
Parliament and of the Council and Commission Directive 2006/70/EC (OJ L 141, 5.6.2015, p. 73).

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 (h) the arrangem ents with third parties, including for managing the reserve assets and the
investment of the reserve, the custody of reserve assets, and, where applicable, the distribution
of the asset-referenced tokens to the public;
(i) the liquidity management policy for issuers of significant asset-referenced tokens;
(j) the complaint handling procedure.
2. Where any intended change as referred to in paragraph 1 has been notified to the competent
authority, the issuer of asset-referenced tokens shall produce a draft m odified crypto-asset white paper
and shall ensure that the order of the information appearing there is consistent with that of the original
crypto-asset white paper.
T he competent authority shall electronically acknowledge receipt of the draft modified crypto-
asset white paper as soon as possible, and within 2 working days after receiving it.
T he competent authority shall grant its approval or refuse to approve the draft modified crypto-
asset white paper within 20 working days following acknowledgement of receipt of the
application. During the examination of the draft amended crypto -asset white paper, the
competent authority may also request any additional information, explanations or justifications
on the draft amended crypto-asset white paper. When the competent authority requests such
additional information, the time limit of 20 working days shall commence only when the
competent authority has received the additional information requested.
T he competent authority may also consult the EBA, ESMA and the ECB, and, where applicable,
the central banks of Member States the currency of which is not euro.
3. Where approving the modified crypto-asset white paper, the competent authority may request the
issuer of asset-referenced tokens:
(a) to put in place mechanisms to ensure the protection of holders of asset -referenced tokens, when
a potential modification of the issuer’s operations can have a material effect on the value,
stability, or risks of the asset-referenced tokens or the reserve assets;
(b) take any appropriate corrective measures to ensure financial stability and the proper conduct
of monetary policy and the promotion of the smooth operation of payment systems, after
having requested and obtained a binding opinion from the ECB or the relevant central banks
of Member States the currency of which is not the euro, provided, however, that the competent
authorities act in accordance with such opinions as regards the conduct of monetary policy
and the promotion of the smooth operation of payment systems.

Article 22
Liability of issuers of asset-referenced tokens for the information given in a crypto-asset white paper
1. Where an issuer of asset-referenced tokens or its management body has infringed Article 17, by
providing in its crypto-asset white paper or in a modified crypto-asset white paper information which is
not complete, fair or clear or by providing information which is misleading, a holder of such asset -
referenced tokens may claim damages from that issuer of asset -referenced tokens or its management
body for damage caused to her or him due to that infringement.
Any exclusion of civil liability shall be deprived of any legal effect.
2. It shall be the responsibility of the holders of asset -referenced tokens to present evidence
indicating that the issuer of asset-referenced tokens has infringed Article 17 and that such an infringement
had an impact on his or her decision to buy, sell or exchange the said asset -referenced tokens.

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 3. A holder of asset-referenced tokens shall not be able to claim damages for the information
provided in a summary as referred to in Article 17(2), including the translation thereof, except where:
(a) the summary is misleading, inaccurate or inconsistent when read together with the other
parts of the crypto-asset white paper;
(b) the summary does not provide, when read together with the other parts of the crypto-asset
white paper, key information in order to aid consumers and investors when considering whether
to purchase such asset-referenced tokens.
4. T his Article does not exclude further civil liability claims in accordance with national law.

Chapte r 2

Obligations of all is suers of as set-referenced tokens

Article 23
Obligation to act honestly, fairly and professionally in the best interest of the holders of asset-
referenced tokens
1. Issuers of asset-referenced tokens shall:
(3) (a) act honestly, fairly and professionally;
(4) (b) communicate with the holders of asset -referenced tokens in a fair, clear and not
misleading manner.
2. Issuers of asset-referenced tokens shall act in the best interests of the holders of such tokens and
shall treat them equally, unless any preferential treatment is disclosed in the crypto -asset white paper,
and, where applicable, the marketing communications.

Article 23a
Payment asset referenced tokens
1. Issuers of Payment asset referenced tokens (Payment ART) are subject to the rules and
requirements set out in Title IV of this Regulation unless provided otherwise in this article.
2. Payment ART shall not be deemed to be ‘electronic money’ as defined in Article 2(2) of
Directive 2009/110/EC.
3. Each unit of Payment ART created shall be pledged at par value with an official currency unit
of an EU member state.
4. Issuers of Payment ART shall issue Payment ART at par value and on the
receipt of funds within the meaning of Article 4(25) of Directive 2015/2366.
5. Holders of Payment ART are entitled to claim redemption at any moment and at par value, of
the monetary value of the Payment ART held, either in cash or by credit transfer.
6. Issuers of Payment ART shall prominently state the conditions of redemption in the crypto-
asset white paper as referred to in Article 46.
7. Where the issuer of a Payment ART token does not fulfil legitimate redemption requests from
holders of Payment ART within 30 days, the holder is entitled to claim redemption to any
following third party entities that has been in contractual arrangements with issuers of
Payment ART:

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 (a) entities ensuring the safeguarding of funds received by issuers of Payment ART in
exchange Payment ART in accordance with Article 7 of Directive 2009/110/EC;
(b) any natural or legal persons in charge of distributing e-money tokens on behalf of issuers
of e-money tokens.

Article 24
Publication of the crypto-asset white paper, and, where applicable, of the marketing communications
Issuers of asset-referenced tokens shall publish on their website their approved crypto -asset white paper
as referred to in Article 19(1) and, where applicable, their modified crypto-asset white paper referred to
in Article 21 and their marketing communications referred to in Article 25. T he approved crypto-asset
white papers shall be publicly accessible by no later than the starting date of the offer to the public of the
asset-referenced tokens or the admission of those tokens to trading on a trading platform for crypto-
assets. T he approved crypto-asset white paper, and, where applicable, the modified crypto -asset white
paper and the marketing communications, shall remain available on the issuer’s website for as long as
the asset-referenced tokens are held by the public.

Article 25
Marketing communications
1. Any marketing communications relating to an offer to the public of asset -referenced tokens, or to
the admission of such asset-referenced tokens to trading on a trading platform for crypto -assets, shall
comply with all of the following:
(a) the marketing communications shall be clearly identifiable as such;
(b) the information in the marketing communications shall be fair, clear and not m isleading;
(c) the information in the marketing communications shall be consistent with the information
in the crypto-asset white paper;
(d) the marketing communications shall clearly state that a crypto-asset white paper has been
published and indicate the address of the website of the issuer of the crypto -assets, as well as
an email address and a telephone number of the issuer.
2. Where no direct claim or redemption right has been granted to all the holders of asset -referenced
tokens, the marketing communications shall contain a clear and unambiguous statement that all the
holders of the asset-referenced tokens do not have a claim on the reserve assets or cannot redeem those
reserve assets with the issuer at any time.

Article 26
Ongoing information to holders of asset-referenced tokens
1. Issuers Offerors of asset-referenced tokens shall at least every month and keep in a clear, accurate
and transparent manner disclose on their website the amount of asset -referenced tokens in circulation
and the value and the composition of the reserve assets referred to in Article 32. Such information shall
be updated regularly and at a minimum every three months.
2. Issuers of asset-referenced tokens shall publish as soon as possible and in a on their website a
brief, clear, accurate and transparent manner disclose on their website the outcome summary of the audit
of report as well as the full audit report in relation to the reserve assets referred to in Article 32.

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 3. Without prejudice to Article 77, issuers of asset-referenced tokens shall as soon as possible and
in a clear, accurate and transparent manner disclose on their website any event that has or is likely to
have a significant effect on the value of the asset -referenced tokens, or on the reserve assets referred to
in Article 32.

Article 26a
Reporting obligations to ESMA
Issuers of asset-referenced tokens shall regularly report to ESMA on developments in the
markets in relation to their asset-referenced tokens. An issuer of asset-referenced tokens shall
provide the following information to ESMA in respect of each asset-referenced token:
(a) the customer base;
(b) the value and market capitalisation of the asset-referenced tokens;
(c) the size of the reserve;
(d) the average number of transactions per day;
(e) the average number of transactions linked with the purchase of goods or services.

Article 27
Complaint handling procedure
1. Issuers of asset-referenced tokens shall establish and maintain effective and transparent
procedures for the prompt, fair and consistent handling of complaints received from holders of asset -
referenced tokens and other interested parties, including consumer associations. Where the asset-
referenced tokens are distributed, totally or partially, by third-party entities as referred to in Article 30(5)
point (h), issuers of asset-referenced tokens shall establish procedures to facilitate the handling of such
complaints between holders of asset-referenced tokens and such third-party entities.
2. Holders of asset-referenced tokens shall be able to file complaints with the issuers of their asset-
referenced tokens free of charge.
3. Issuers of asset-referenced tokens shall develop and make available to clients a template for filing
complaints and shall keep a record of all complaints received and any measures taken in response thereof.
4. Issuers of asset-referenced tokens shall investigate all complaints in a timely and fair manner and
communicate the outcome of such investigations to the holders of their asset -referenced tokens within a
reasonable period of time.
5. T he EBA, in close cooperation with ESMA, shall develop draft regulatory technical standards to
specify the requirements, templates and procedures for complaint handling.
T he EBA shall submit those draft regulatory technical standards to the Commission by ...
[please insert date 12 months after the date of entry into force of this Regulation].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1093/2010.

Article 28
Prevention, identification, management and disclosure of conflicts of interest
1. Issuers of asset-referenced tokens shall maintain and implement and maintain effective policies
and procedures to prevent, identify, manage and disclose conflicts of interest between themselves and:
(a) their shareholders;
(b) the members of their management body;
(c) their employees;

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 (d) any natural persons who either own, directly or indirectly, more than 20% of the asset -
backed crypto-asset issuer's share capital or voting rights, or who exercise, by any other means,
a power of control over the said issuer;
(e) the holders of asset-referenced tokens;
(f) any third party providing one of the functions as referred in Article 30(5), point (h);
(g) where applicable, any legal or natural persons referred to in Article 35(3).
Issuers of asset-referenced tokens shall, in particular, take all appropriate steps to prevent,
identify, manage and disclose conflicts of interest arising from the management and investment
of the reserve assets referred to in Article 32.
2. Issuers of asset-referenced tokens shall disclose to the holders of their asset-referenced tokens the
general nature and sources of conflicts of interest and the steps taken to mitigate them.
3. Such disclosure shall be made on the website of the issuer of asset -referenced tokens in a
prominent place.
4. T he disclosure referred to in paragraph 3 shall be sufficiently precise to enable holders of their
asset-referenced tokens to take an informed purchasing decision about the asset -referenced
tokens.
5. T he EBA shall develop draft regulatory technical standards to specify:
(a) the requirements for the policies and procedures referred to in paragraph 1;
(b) the arrangements for the disclosure referred to in paragraphs 3.
T he EBA shall submit those draft regulatory technical standards to the Commission by ...
[please insert date 12 months after the date of entry into force of this Regulation].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph of this paragraph in accordance with Articles 10 to 14 of Regulation (EU)
No 1093/2010.

Article 29
Information to competent authorities
Issuers of asset-referenced tokens shall notify their competent authorities of any changes to their
management body.

Article 30
Governance arrangements
1. Issuers of asset-referenced tokens shall have robust governance arrangements, including a clear
organisational structure with well-defined, transparent and consistent lines of responsibility,
effective processes to identify, manage, monitor and report the risks to which it is or might be
exposed, and adequate internal control mechanisms, including sound administrative and
accounting procedures.
2. Members of the management body of issuers of asset -referenced tokens shall have the necessary
good repute and competence, in terms of qualifications, experience and skills, to perform their
duties and to ensure the sound and prudent management of such issuers. T hey shall also
demonstrate that they are capable of committing sufficient time to effectively carry out their
functions.
3. Natural persons who either own, directly or indirectly, more than 20% of the share capital or voting
rights of issuers of asset-referenced tokens, or who exercise, by any other means, a power of control
over such issuers shall have the necessary good repute and competence.

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 4. None of the persons referred to in paragraphs 2 or 3 shall have been convicted of offences relating
to money laundering or terrorist financing or other financial crimes.
5. Issuers of asset-referenced tokens shall adopt policies and procedures that are sufficiently effective
to ensure compliance with this Regulation, including compliance of its managers and employees
with all the provisions of this T itle. In particular, issuers of asset -referenced tokens shall establish,
maintain and implement policies and procedures on:
(a) the reserve of assets referred to in Article 32;
(b) the custody of the reserve assets ,including the segregation of assets, as specified in
Article 33;
(c) the rights or the absence of rights granted to the holders of asset -referenced tokens, as
specified in Article 35;
(d) the mechanism through which asset-referenced tokens are issued, created and destroyed;
(e) the protocols for validating transactions in asset-referenced tokens;
(f) the functioning of the issuer’s proprietary DLT, where the asset -referenced tokens are
issued, transferred and stored on such DLT or similar technology that is operated by the issuer
or a third party acting on its behalf;
(g) the mechanisms to ensure the redemption of asset -referenced tokens or to ensure their
liquidity, as specified in Article 35(4);
(h) arrangements with third-party entities for operating the reserve of assets, and for the
investment of the reserve assets, the custody of the reserve assets, and, where applicable, the
distribution of the asset-referenced tokens to the public;
(i) complaint handling, as specified in Article 27;
(j) conflicts of interests, as specified in Article 28;
(k) a liquidity management policy for issuers of significant asset -referenced tokens, as
specified in Article 41(3).
Issuers of asset-referenced tokens that use third-party entities to perform the functions set out in
point (h), shall establish and maintain contractual arrangements with those third-party entities
that precisely set out the roles, responsibilities, rights and obligations of both the issuers of asset -
referenced tokens and of each of those third-party entities. A contractual arrangement with
cross-jurisdictional implications shall provide for an unambiguous choice of law.
6. Unless they have initiated a plan as referred to in Article 42, issuers of asset -referenced tokens
shall employ appropriate and proportionate systems, resources and procedures to ensure the
continued and regular performance of their services and activities. T o that end, issuers of asset -
referenced tokens shall maintain all their systems and security access protocols to appropriate
Union standards.
7. Issuers of asset-referenced tokens shall identify sources of operational risk and minimise those
risks through the development of appropriate systems, controls and procedures.
8. Issuers of asset-referenced tokens shall establish a business continuity policy that ensures, in case
of an interruption of their systems and procedures, the preservation of essential data and functions
and the maintenance of their activities, or, where that is not possible, the timely recovery of such
data and functions and the timely resumption of their activities.
9. Issuers of asset-referenced tokens shall have internal control mechanisms and effective
procedures for risk assessment and risk management, including effective control and safeguard
arrangements for managing ICT systems as required by Regulation (EU) 2021/xx of the European

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 P arliament and of the Council. 3 0 T he procedures shall provide for a comprehensive assessment
relating to the reliance on third-party entities as referred to in paragraph 5, point (h). Issuers of
asset-referenced tokens shall monitor and evaluate on a regular basis the adequacy and
effectiveness of the internal control mechanisms and procedures for risk assessment and take
appropriate measures to address any deficiencies.
10. Issuers of asset-backed crypto-assets shall have systems and procedures in place that are adequate
to safeguard the security, integrity and confidentiality of information as required by Regulation
(EU) 2021/xx of the European parliament and of the Council 3 1 . T hose systems shall record and
safeguard relevant data and information collected and produced in the course of the issuers’
activities.
11. Issuers of asset-referenced tokens shall ensure that they are regularly audited by independent
auditors. T he results of those audits shall be communicated to the management body of the issuer
concerned and made available to the competent authority.
12. T he EBA, in close cooperation with ESMA and the ESCB, shall develop draft regulatory
technical standards specifying the minimum content of the governance arrangements on:
(a) the monitoring tools for the risks referred to in paragraph 1 and in the paragraph 7;
(b) the internal control mechanism referred to in paragraphs 1 and 9;
(c) the business continuity plan referred to in paragraph 8;
(d) the required auditable documentation and the audits referred to in paragraph 11;
T he EBA shall submit those draft regulatory technical standards to the Commission by [please
insert date 12 months after entry into force].
P ower is delegated to the Commission to adopt the regulatory technical standar ds referred to in
the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1093/2010.
12a. When developing the regulatory technical standards on governance arrangements
referred to in paragraph 12 of this Article, ESMA shall take into account the provisions in
existing Union financial services legislation, including Directive 2014/65/EU.

Article 31
Own funds requirements
1. Issuers of asset-referenced tokens shall, at all times, have in place own funds equal to an amount
of at least the higher highest of the following:
(a) EUR 350 000;
(b) 2% of the average amount of the reserve assets referred to in Article 32.
(ba) a quarter of the fixed overheads of the preceding year, to be reviewed annually and
calculated in accordance with Article 60(6).
For the purpose of points (b), the average amount of the reserve assets shall mean the average
amount of the reserve assets at the end of each calendar day, calculated over the preceding 6
months.

30
Proposal for a Regulation of the European Parliament and the Council on digital operational resilience for the
financial sector and amending Regulations (EC) No 1060/2009, (EU) No 648/2012, (EU) No 600/2014 and (EU) No
909/2014 - COM(2020)595
31
Proposal for a Regulation of the European Parliament and the Council on digital operational resilience for the
financial sector and amending Regulations (EC) No 1060/2009, (EU) No 648/2012, (EU) No 600/2014 and (EU) No
909/2014 - COM(2020)595

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 Where an issuer offers more than one category of asset -referenced tokens, the amount referred
to in point (b) shall be the sum of the average amount of the reserve assets backing each category
of asset-referenced tokens.
2. T he own funds referred to in paragraph 1 shall consist of the Common Equity T ier 1 items and
instruments referred to in Articles 26 to 30 of Regulation (EU) No 575/2013 after the deductions
in full, pursuant to Article 36 of that Regulation, without the application of threshold exemptions
referred to in Articles 46 and 48 of that Regulation.
3. Competent authorities of the home Member States may require issuers of asset -referenced tokens
to hold an amount of own funds which is up to 20 % higher than the amount resulting from the
application of paragraph 1, point (b), or permit such issuers to hold an amount of own funds which
is up to 20 % lower than the amount resulting from the application of paragraph 1, point (b),
where an assessment of the following indicates a higher or a lower degree of risk:
(a) the evaluation of the risk-management processes and internal control mechanisms of the
issuer of asset-referenced tokens as referred to in Article 30, paragraphs 1, 7 and 9;
(b) the quality and volatility of the reserve assets referred to in Article 32;
(c) the types of rights granted by the issuer of asset -referenced tokens to holders of asset -
referenced tokens in accordance with Article 35;
(d) where the reserve assets are invested, the risks posed by the investment policy on the
reserve assets;
(e) the aggregate value and number of transactions carried out in asset -referenced tokens;
(f) the importance of the markets on which the asset -referenced tokens are offered and
marketed;
(g) where applicable, the market capitalisation of the asset -referenced tokens.
3a. Without prejudice to paragraph 3, issuers of asset-referenced tokens shall conduct, on
a regular basis, stress testing that shall take into account severe but plausible financial stress
scenarios such as interest rate shocks and nonfiancial stress scenarios such as operational
risk. Based on the outcome of such stress tests, the competent authorities of the home Member
States shall require issuers of asset-referenced tokens to hold an amount of own funds which
is at least 20% higher than the amount resulting from the application of paragraph 1, point
(b) in certain circumstances given the risk outlook and stress test results.
4. T he EBA, in close cooperation with ESMA, shall develop draft regulatory technical standards
further specifying:
(a) the methodology for the calculation of the own funds set out in paragraph 1;
(b) the procedure and timeframe for an issuer of significant asset -referenced tokens to adjust
to higher own funds requirements as set out in paragraph 3;
(c) the criteria for requiring higher own funds or for allowing lower own funds, as set out in
paragraph 3.
(ca) the common reference parameters of the stress test scenarios to be included in the stress
tests taking into account the factors specified in paragraph 1.
The draft regulatory standards shall be updated at least every two years taking into
account the latest market developments.

T he EBA shall submit those draft regulatory technical standards to the Commission by [please
insert date 12 months after entry into force].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1093/2010.

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 CHAPTER 3

RESERVE OF ASSETS

Article 32
Obligation to have reserve assets, and composition and management of such reserve of assets
1. Issuers of asset-references tokens shall at all times constitute and maintain a reserve of assets to
cover the claims from holders in respect to the asset-referenced tokens in circulation. The
aggregate value of reserve assets shall always be at least equal to the aggregate face value of
the claims on the issuer from holders of asset referenced tokens in circulation. For the purpose
of calculating the aggregate face value of token holders’ claims, and for any valuation of the
reserve assets under paragraph 5 of this Article, Article 30(11), Article 35(2), point (c), and
Articles 41 Article 42, the face value of claims, and the value of funds and other reserve assets,
including other crypto-assets, shall be expressed in the same official currency
1a. Issuers of asset-referenced tokens shall insulate the reserve assets against claims of
other creditors in the interest of holders of the asset-referenced tokens.
2. Issuers that offers two or more categories of asset -referenced tokens to the public shall operate
and maintain separate reserve of assets for each category of asset -referenced tokens which shall be
managed separately.
(4) Issuers of asset-referenced tokens that offer the same asset -referenced tokens to the public
shall operate and maintain only one reserve of assets for that category of asset -referenced tokens.
3. T he management bodies of issuers of asset -referenced tokens shall ensure effective and prudent
management of the reserve assets. T he issuers shall ensure that the creation and destruction of asset-
referenced tokens is always matched by a corresponding increase or decrease in the reserve of assets and
that such increase or decrease is adequately managed to avoid any adverse impacts on the market of the
reserve assets.
4. Issuers of asset-referenced tokens shall have a clear and detailed policy describing the
stabilisation mechanism of such tokens. T hat policy and procedure shall in particular:
(a) list the reference assets to which the asset -referenced tokens aim at stabilising their value
and the composition of such reference assets;
(b) describe the type of assets and the precise allocation of assets that are included in the
reserve of assets;
(c) contain a detailed assessment of the risks, including credit risk, market risk concentration
risk and liquidity risk resulting from the reserve assets;
(d) describe the procedure by which the asset -referenced tokens are created and destroyed,
and the consequence of such creation or destruction on the increase and decrease of the reserve
assets;
(e) mention whether the reserve assets are invested;
(f) where issuers of asset-referenced tokens invest a part of the reserve assets, describe in
detail the investment policy and contain an assessment of how that investment policy can affect
the value of the reserve assets;
(g) describe the procedure to purchase asset -referenced tokens and to redeem such tokens
against the reserve assets, and list the persons or categories of persons who are entitled to do so.

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 5. Without prejudice to Article 30(11), issuers of asset -referenced tokens shall mandate an
independent audit of the reserve assets every six months, as of the date of its authorisation as referred to
in Article 19.
The result of the audit shall be notified to the competent authority without delay, at the
latest within six weeks of the reference date of the valuation. The result of the audit shall be
published within two weeks of the date of notification to the competent authority. The
competent authority may instruct the issuer to delay the publication in the event that:
(a) the issuer has been required to implement recovery arrangement or measures in
accordance with Article 41a(3);
(b) the issuer has been required to implement an orderly wind-down of its activities in
accordance with Article 42;
(c) it is deemed necessary to protect the economic interests of holders of the asset
referenced token;
(d) it is deemed necessary to avoid a significant adverse effect on the financial system of
the home Member State or another Member State.

Article 33
Custody of reserve assets
1. Issuers of asset-referenced tokens shall establish, maintain and implement custody policies,
procedures and contractual arrangements that ensure at all times that:
(a) the reserve assets are segregated from the issuers’ own assets;

(b) the reserve assets are not encumbered nor pledged as a ‘financial collateral arrangement’,
a ‘title transfer financial collateral arrangement’ or as a ‘ security financial collateral
arrangement’ within the meaning of Article 2(1), points (a), (b) and (c) of Directive 2002/47/EC
of the European P arliament and of the Council 3 2 ;
(c) the reserve assets are held in custody in accordance with paragraph 4;
(d) the issuers of asset-referenced tokens have prompt access to the reserve assets to meet any
redemption requests from the holders of asset -referenced tokens.
Issuers of asset-referenced tokens that issue two or more categories of asset -referenced tokens
in the Union shall have a custody policy for each reserve of assets. Issuers of asset -referenced
tokens that have issued the same category of asset -referenced tokens shall operate and maintain
only one custody policy.
2. T he reserve assets received in exchange for the asset-referenced tokens shall be held in custody
by no later than 5 business days after the issuance of the asset -referenced tokens by:
(a) a crypto-asset service provider authorised under Article 53 for the service mentioned in
Article 3(1), point (10), where the reserve assets take the form of crypto -assets;
(b) a credit institution for all other types of reserve assets.
(ba) an investment firm registered in the Union in accordance with Directive (EU)
2019/2034 and Regulation (EU) 2019/2033 that provides the ancillary service of safekeeping
and administration of financial instruments for the account of clients as defined in Annex I,
Section B of Directive (EU) 2014/65.

32
Directive 2002/47/EC of the European Parliament and of the Council of 6 June 2002 on financial collateral
arrangements (OJ L 168, 27.6.2002, p. 43).

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 3. Issuers of asset-referenced tokens shall exercise all due skill, care and diligence in the selection,
appointment and review of credit institutions and crypto-asset providers appointed as custodians
of the reserve assets in accordance with paragraph 2.
Issuers of asset-referenced tokens shall ensure that the credit institut ions and crypto-asset
service providers appointed as custodians of the reserve assets have the necessary expertise and
market reputation to act as custodians of such reserve assets, taking into account the accounting
practices, safekeeping procedures and internal control mechanisms of those credit institutions
and crypto-asset service providers. T he contractual arrangements between the issuers of asset -
referenced tokens and the custodians shall ensure that the reserve assets held in custody are
protected against claims of the custodians’ creditors.
T he custody policies and procedures referred to in paragraph 1 shall set out the selection criteria
for the appointments of credit institutions or crypto-asset service providers as custodians of the
reserve assets and the procedure to review such appointments.
Issuers of asset-referenced tokens shall review the appointment of credit institutions or crypto-
asset service providers as custodians of the reserve assets on a regular basis. For that purpose,
the issuer of asset-referenced tokens shall evaluate its exposures to such custodians, taking into
account the full scope of its relationship with them, and monitor the financial conditions of such
custodians on an ongoing basis.
4. T he reserve assets held on behalf of issuers of asset-referenced tokens shall be entrusted to credit
institutions or crypto-asset service providers appointed in accordance with paragraph 3 in the
following manner:
(a) credit institutions shall hold in custody fiat currencies in an account opened in the credit
institutions’ books;
(b) for financial instruments that can be held in custody, credit institutions shall hold in
custody all financial instruments that can be registered in a financial instruments account opened
in the credit institutions’ books and all financial instruments that can be physically delivered to
such credit institutions;
(c) for crypto-assets that can be held in custody, the crypto-asset service providers shall hold
the crypto-assets included in the reserve assets or the means of access to such crypto-assets,
where applicable, in the form of private cryptographic keys;
(d) for other assets, the credit institutions shall verify the ownership of the issuers of the asset -
referenced tokens and shall maintain a record of those reserve assets for which they are satisfied
that the issuers of the asset-referenced tokens own those reserve assets.
(da) excessive concentration risks in the custody of the reserve assets are avoided;
For the purpose of point (a), credit institutions shall ensure that fiat currencies are registered in
the credit institutions’ books within segregated account in accordance with national provisions
transposing Article 16 of Commission Directive 2006/73/EC3 3 into the legal order of the
Member States. T he account shall be opened in the name of the issuers of the asset -referenced
tokens for the purpose of managing the reserve assets, so that the fiat currencies held in custody
can be clearly identified as belonging to the reserve of assets.
For the purposes of point (b), credit institutions shall ensure that all those financial instruments
that can be registered in a financial instruments account opened in the credit institution’s books

33
Commission Directive 2006/73/EC of 10 August 2006 implementing Directive 2004/39/EC of the European
Parliament and of the Council as regards organisational requirements and operating conditions for investment firms
and defined terms for the purposes of that Directive (OJ L 241, 2.9.2006, p. 26).

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 are registered in the credit institutions’ books within segregated accounts in accordance with
national provisions transposing Article 16 of Commission Directive 2006/73/EC3 4 into the legal
order of the Member States. T he financial instruments account shall be opened in the name of
the issuers of the asset-referenced tokens for the purpose of managing the reserve assets, so that
the financial instruments held in custody can be clearly identified as belonging to the reserve of
assets.
For the purposes of point (c), crypto-asset service providers shall open a register of positions in
the name of the issuers of the asset -referenced tokens for the purpose of managing the reserve
assets, so that the crypto-assets held in custody can be clearly identified as belonging to the
reserve of assets.
For the purposes of point (d), the assessment whether issuers of asset-referenced tokens own the
reserve assets shall be based on information or documents provided by the issuers of the asset -
referenced tokens and, where available, on external evidence.
5. T he appointment of a credit institution or a crypto-asset service provider as custodian of the
reserve assets in accordance with paragraph 3 shall be evidenced by a written contract as referred
to in Article 30(5), second subparagraph. Those contracts shall, amongst others, regulate the flow
of information deemed necessary to enable the issuers of asset -referenced tokens and the credit
institutions and the crypto-assets service providers to perform their functions.
6. T he credit institutions and crypto-asset service providers that have been appointed as custodians
in accordance with paragraph 3 shall act honestly, fairly, professionally, independently and in the
interest of the issuer of the asset -referenced tokens and the holders of such tokens.
7. T he credit institutions and crypto-asset service providers that have been appointed as custodians
in accordance with paragraph 3 shall not carry out activities with regard to issuers of asset -
referenced tokens that may create conflicts of interest between those issuers, the holders of the
asset-referenced tokens, and themselves unless all of the following conditions have been
complied with:
(a) the credit institutions or the crypto-asset service providers have functionally and
hierarchically separated the performance of their custody tasks from their potentially conflicting
tasks;
(b) the potential conflicts of interest have been properly identified, managed, monitored and
disclosed by the issuer of the asset -referenced tokens to the holders of the asset -referenced
tokens, in accordance with Article 28.
8. In case of a loss of a financial instrument or a crypto -asset held in custody as referred to in
paragraph 4, the credit institution or the crypto -asset service provider that lost that financial
instrument or crypto-asset shall return to the issuer of the asset-referenced tokens a financial
instrument or a crypto-asset of an identical type or the corresponding value without undue delay.
T he credit institution or the crypto-asset service provider concerned shall not be liable where it
can prove that the loss has arisen as a result of an external event beyond its reasonable control,
the consequences of which would have been unavoidable despite all reasonable efforts to the
contrary.

34
Commission Directive 2006/73/EC of 10 August 2006 implementing Directive 2004/39/EC of the European
Parliament and of the Council as regards organisational requirements and operating conditions for investment firms
and defined terms for the purposes of that Directive (OJ L 241, 2.9.2006, p. 26).

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 Article 34
Investment of the reserve assets
1. Issuers of asset-referenced tokens that invest a part of the reserve assets shall invest those reserve
assets only in highly liquid financial instruments with minimal market, concentration and credit risk.
T he investments shall be capable of being liquidated rapidly with minimal adverse price effect.
2. T he financial instruments in which the reserve assets are invested shall be held in custody in
accordance with Article 33.
3. All profits or losses, including fluctuations in the value of the financial instruments referred to in
paragraph 1, and any counterparty or operational risks that result from the investment of the reserve
assets shall be borne by the issuer of the asset -referenced tokens.
4. T he EBA shall, after consulting ESMA and the European System of Central Banks, develo p draft
regulatory technical standards specifying the financial instruments that can be considered highly liquid
and bearing minimal credit and market risk as referred to in paragraph 1. When specifying the financial
instruments referred to in paragraph 1, the EBA shall take into account:
(a) the various types of reserve assets that can back an asset -referenced token;
(b) the correlation between those reserve assets and the highly liquid financial instruments
the issuers may invest in;
(c) the conditions for recognition as high quality liquid assets under Article 412 of Regulation
(EU) No 575/2013 and Commission Delegated Regulation (EU) 2015/613 5 .
(ca) liquidity requirements establishing the percentage of the reserve assets to be comprised
of daily maturing assets, the percentage of reserve repurchase agreements that are able to be
terminated by giving one working day’s prior notice, or the percentage of cash that is able to
be withdrawn by giving one working day’s prior notice;
(cb) liquidity requirements establishing the percentage of the reserve assets to be
comprised of weekly maturing assets, the percentage of reverse repurchase agreements
that are able to be terminated by giving five working days’ prior notice, or the percentage of
cash that is able to be withdrawn by giving five working days’ prior notice
(cc) concentration requirements preventing the issuers from investing more than a certain
percentage of assets issued by a single body;
(cd) concentration requirements preventing the issuer from keeping in custody more than a
certain percentage of crypto-assets or assets with credit institutions belonging to the
same group as defined in Article 2(11) of Directive 2013/34/EU of the European
Parliament of the Council36
EBA shall submit those draft regulatory technical standards to the Commission by [please insert
date 12 months after entry into force].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1093/2010
35
Commission Delegated Regulation (EU) 2015/61 of 10 October 2014 to supplement Regulation (EU) No 575/2013
of the European Parliament and the Council with regard to liquidity coverage requirement for Credit Institutions (OJ
L 011 17.1.2015, p. 1).
36
Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013 on the annual financial
statements, consolidated financial statements and related reports of certain types of undertakings, amending Directive
2006/43/EC of the European Parliament and of the Council and repealing Council Directives 78/660/EEC and
83/349/EEC (OJ L 182, 29.6.2013, p. 19).

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 ESMA shall devise suitable thresholds to determine liquidity and concentration requirements.
When doing so, ESMA shall take into account the relevant threshold laid down in [Article X]
Directive 2009/65/EC.

Article 35
Rights on issuers of asset-referenced tokens or on the reserve assets
1. Issuers Each unit of asset-referenced tokens token created shall establish, maintain and
implement clear and detailed policies and procedures on the rights granted to holders of asset -referenced
tokens, including any direct claim or redemption rights on the issuer of those asset -referenced tokens or
on the reserve assets. be pledged at par value with an offical currency unit of a Member State.
Issuers of asset-referenced tokens shall grant holders redemption rights at all times on the reserve assets
and shall establish, maintain and implement clear and detailed policies and procedures that ensure the
redemption of the asset-referenced tokens at market value,at the latest, within two working days.
The redemption request shall be processed and without undue costs for the holder.

1a. Any asset-referenced token that does not provide all holders with a permanent
redemption right shall be prohibited. Upon request by the holder of asset-referenced tokens,
the respective issuers shall redeem, at any moment and at market value, the monetary value
of the asset-referenced tokens held to the holders of asset-referenced tokens, either in cash or
by credit transfer.
Such right of redemption shall be granted without prejudice to the application of restrictive
measures imposed on the issuer under other Union or national legislation and in particular
in accordance with anti-money laundering and anti-terrorist financing rules, which may
require the issuer to take appropriate action to freeze the funds or take any specific measure
linked to the prevention and investigation of crimes.
1b. By way of derogation from paragraph 1a, issuers of asset-referenced tokens may, in
accordance with the conditions set out in the crypto-asset key information sheet and only in
exceptional cases temporarily suspend the redemption of its tokens, where such suspension is
in the interests of the holders of the asset referenced tokens. In the event of a temporary
suspension, the issuers of asset-referenced tokens shall, without delay, communicate their
decision to ESMA. ESMA may require the suspension of the redemption of tokens in the
interest of the holders of the asset-referenced tokens or of the public.
2. Where holders of By way of derogation from paragraph 1:
(a) the issuer of an asset-referenced tokens are granted rights token may, in accordance with the
applicable national law and subject to the conditions set out in the crypto-asset white paper,
temporarily suspend the redemption of its tokens. In the event of temporary suspension, the issuer
shall, without delay, communicate its decision to its hom e Member State competent authorities.
(b) the issuer’s home Member State may allow its competent authorities to require the suspension
of the redemption of tokens in the interest of tokenholders or of the public.The temporary sspension
as referred to paragraph 1, in point (a) of the first subparagraph shall be provided for only exceptional
cases where circumstances so require and where suspension is justified having regard to the intersts
of the tokenholders.
Issuers of asset-referenced tokens token shall establish issue a policy setting out: asset referend
token at par value and on the receipt of funds within the meanings of Article 4(25) of Directive
2015/2366.

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 (a) the conditions, including thresholds, periods and timeframes, for holders of asset-
referenced tokens to exercise those rights;
(b) the mechanisms and procedures to ensure the redemption of the asset -referenced tokens,
including in stressed market circumstances, in case of an orderly wind-down of the issuer of
asset-referenced tokens as referred to in Article 42, or in case of a cessation of activities by such
issuer;
(c) the valuation, or the principles of valuation, of the asset -referenced tokens and of the
reserve assets when those rights are exercised by the holder of asset-referenced tokens;
(d) the settlement conditions when those rights are exercised;
(e) the fees applied by the issuers of asset -referenced tokens when the holders exercise those
rights.
T he fees referred to in point (e) shall be proportionate and commensurate with the actual costs
incurred by the issuers of asset-referenced tokens.
3. Where issuers of asset-referenced tokens do not grant rights as referred to in paragraph 1 to all
the holders of asset-referenced tokens, the detailed policies and procedures shall specify the natural or
legal persons that are provided with such rights. T he detailed policies and procedures shall also specify
the conditions for exercising such rights and the obligations imposed on those persons. token are entitled
to claim redemption at any moment and at par market value, opf the monetary value of the asset-
referenced token held, either in cash or by credit transfer.

Issuers of asset-referenced tokens shall establish and maintain appropriate contractual

arrangements with those natural or legal persons who are granted such rights. T hose contractual
arrangements shall precisely set out the roles, responsibilities, rights and obligations of the
issuers of asset-referenced tokens and each of those natural or legal persons. A contractual
arrangement with cross-jurisdictional implications shall provide for an unambiguous choice of
law.
4. Issuers of asset-referenced tokens that do not grant rights as referred to in paragraph 1 to all the
holders of such asset-referenced tokens shall put in place mechanisms to ensure the liquidity of the asset-
referenced tokens. For that purpose, they shall establish and maintain written agreements with crypto -
asset service providers authorised for the crypto-asset service referred to in Article 3(1) point (12). The
issuer of asset-referenced tokens shall ensure that a sufficient number of crypto -asset service providers
are required to post firm quotes at competitive prices on a regular and predictable basis.
Redemption may not be subject to a fee. Issuers of asset-referenced token shall prominently state the
conditions of redemption in the crypto-asset white paper as referred to in Article 46.
Where the market value of asset-referenced tokens varies significantly from the value of the
reference assets or the reserve assets, the holders of asset -referenced tokens shall have the right
to redeem the crypto-assets from the issuer of crypto-assets directly. In that case, any fee applied
for such redemption shall be proportionate and commensurate with the actual costs incurred by
the issuer of asset-referenced tokens.
T he issuer shall establish and maintain contractual arrangements to ensure that the proceeds of
the reserve assets are paid to the holders of asset -referenced tokens, where the issuer decides to
stop operating or where it has been placed under an orderly wind-down, or when its authorisation
has been withdrawn.
5. Where the issuer of an asset-referenced token does not fulfil legitimate redemption requests
from holders of asset-referenced token within 30 days, the holder is entitled to claim redemption to
any following third party entities that has been in contractual arrangements with issuers of asset-

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 referenced tokens. T he EBA shall, in close cooperation with ESMA and the ESCB, , develop draft
regulatory technical standards specifying :
(a) the obligations imposed on the crypto-asset service providers entities ensuring liquidity
the safeguarding of funds received by issuers of asset-referenced tokens as set out in the first
subparagraph of paragraph 4 token in exchange for asset referenced token in accordance with
Article 7 of Directive 2009/110/EC
(b) the variations of value triggering a direct right of redemption from the issuer of asset -
referenced any natural or legal persons in charge of distributing e-money tokens as set out in
the second subparagraph of paragraph 4, and the conditions for exercising such a right. on behalf
of issuers of e-money tokens.
(ba) the conditions which need to be met by the issuer after the adoption of the temporary
suspension of the redemption of tokens as referred to in paragraph 2(a), once the suspension
has been decided.
EBA shall submit those draft regulatory technical standards to the Commission by ... [please
insert 12 months after the date of entry into force of this Regulation].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph of this paragraph in accordance with Articles 10 to 14 of Regulation (EU)
No 1093/2010.

Article 36
Prohibition of interest
Issuers of asset-referenced tokens or crypto-asset service providers shall not provide for interest or any
other benefit related to the length of time during which a holder of asset-referenced tokens holds asset-
referenced assets.
C HA PTER 4

AC QUISITIONS OF ISSUERS OF A SSET-REFERENCED TOKENS

Article 37
Assessment of intended acquisitions of issuers of asset-referenced tokens
1. Any natural or legal person or such persons acting in concert (the ‘proposed acquirer’), who
intends to acquire, directly or indirectly, a qualifying holding in an issuer of asset -referenced
tokens or to further increase, directly or indirectly, such a qualifying holding so that the proportion
of the voting rights or of the capital held would reach or exceed 10 %, 20 %, 30 % or 50 %, or so
that the issuer of asset-referenced tokens would become its subsidiary (the ‘proposed
acquisition’), shall notify the competent authority of that issuer thereof in writing, indicating the
size of the intended holding and the information required by the regulatory technical standards
adopted by the Commission in accordance with Article 38(4).
2. Any natural or legal person who has taken a decision to dispose, directly or indirectly, of a
qualifying holding in an issuer of asset-referenced tokens (the ‘proposed vendor’) shall first notify
the competent authority in writing thereof, indicating the size of such holding. Such a person shall
likewise notify the competent authority where it has taken a decision to reduce a qualifying
holding so that the proportion of the voting rights or of the capital held would fall below 10 %,

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 20 %, 30 % or 50 % or so that the issuer of asset-referenced tokens would cease to be that person’s
subsidiary.
3. Competent authorities shall promptly and in any event within two working days following receipt
of the notification required under paragraph 1 acknowledge receipt thereof in writing.
4. Competent authorities shall assess the intended acquisition referred to in paragraph 1 and the
information required by the regulatory technical standards adopted by the Commission in
accordance with Article 38(4), within 60 working days from the date of th e written
acknowledgement of receipt referred to in paragraph 3.
When acknowledging receipt of the notification, competent authorities shall inform the persons
referred to in paragraph 1 of the date on which the assessment will be finalised.
5. When performing the assessment referred to in paragraph 4, first subparagraph, competent
authorities may request from the persons referred to in paragraph 1 any additional information
that is necessary to complete that assessment. Such request shall be made before th e assessment
is finalised, and in any case no later than on the 50th working day from the date of the written
acknowledgement of receipt referred to in paragraph 3. Such requests shall be made in writing
and shall specify the additional information needed.
Competent authorities shall halt the assessment referred to in paragraph 4, first subparagraph,
until they have received the additional information referred to in the first subparagraph of this
paragraph, but for no longer than 20 working days. Any further requests by competent
authorities for additional information or for clarification of the information received shall not
result in an additional interruption of the assessment.
Competent authority may extend the interruption referred to in the secon d subparagraph of this
paragraph up to 30 working days where the persons referred to in paragraph 1 are situated or
regulated outside the Union.
6. Competent authorities that, upon completion of the assessment, decide to oppose the intended
acquisition referred to in paragraph 1 shall notify the persons referred to in paragraph 1 thereof
within two working days, but before the date referred to in paragraph 4, second subparagraph,
extended, where applicable, in accordance with paragraph 5, second and third subparagraph.
T hat notification shall provide the reasons for that decision.
7. Where competent authorities do not oppose the intended acquisition referred to in paragraph 1
before the date referred to in paragraph 4, second subparagraph, extended, where applicable, in
accordance with paragraph 5, second and third subparagraph, the intended acquisition or
intended disposal shall be deemed to be approved.
8. Competent authority may set a maximum period for concluding the intended acquisition referred
to in paragraph 1, and extend that maximum period where appropriate.

Article 38
Content of the assessment of intended acquisitions of issuers of asset-referenced tokens
1. When performing the assessment referred to in Article 37(4), competent authorities shall
appraise the suitability of the persons referred to in Article 37(1) and the financial soundness of
intended acquisition against all of the following criteria:
(a) the reputation of the persons referred to in Article 37(1);
(b) the reputation and experience of any person who will direct the business of the issuer of
asset-referenced tokens as a result of the intended acquisition or disposal;

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 (c) the financial soundness of the persons referred to in Article 37(1), in particular in relation
to the type of business pursued and envisaged in the issuer of asset -referenced tokens in which
the acquisition is intended;
(d) whether the issuer of asset-referenced tokens will be able to comply and continue to
comply with the provisions of this T itle;
(e) whether there are reasonable grounds to suspect that, in connection with the intended
acquisition, money laundering or terrorist financing within the meaning of Article 1 of Directive
(EU) 2015/849/EC is being or has been committed or attempted, or that the intended acquisition
could increase the risk thereof.
(4) 2. Competent authorities may oppose the intended acquisition only where there are reasonable
grounds for doing so on the basis of the criteria set out in paragraph 1 or where the information
provided in accordance with Article 37(4) is incomplete or false.
3. Member States shall not impose any prior conditions in respect of the level of holding that must
be acquired nor allow their competent authorities to examine the proposed acquisition in terms of the
economic needs of the market.
4. T he EBA, in close cooperation with ESMA, shall develop draft regulatory technical standards to
establish an exhaustive list of information that is necessary to carry out the assessment referred to in
Article 37(4), first subparagraph and that shall be provided to the competent authorities at the time of the
notification referred to in paragraph 37(1). T he information required shall be relevant for a prudential
assessment, be proportionate and be adapted to the nature of the persons and the intended acquisition
referred to in Article 37(1).
T he EBA shall submit those draft regulatory technical standards to the Commission by [please
insert 12 months after the entry into force of this Regulation].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1093/2010.
C HA PTER 5

S IGNIFICANT ASSET-REFERENCED TOKENS

Article 39
Classification of asset-referenced tokens as significant asset-referenced tokens
1. T he EBA shall classify asset-referenced tokens as significant asset -referenced tokens on the basis
of the following criteria, as specified in accordance with paragraph 6 and where at least three two of the
following criteria are met:
(a) the size of the customer base of the promoters of the asset -referenced tokens, the
shareholders of the issuer of asset-referenced tokens or of any of the third-party entities referred
to in Article 30(5), point (h);
(b) the value of the asset-referenced tokens issued or, where applicable, their market
capitalisation;
(c) the number and value of transactions in those asset -referenced tokens;
(d) the size of the reserve of assets of the issuer of the asset -referenced tokens;
(da) the issuer of the asset-referenced tokens is a provider of core platforms services
designated as gatekeeper in accordance with Regulation (EU) .../... ( Digital Markets Act)
(e) the significance of the cross-border activities of the issuer of the asset-referenced tokens,
including the number of Member States where the asset -referenced tokens are used, the use of

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 the asset-referenced tokens for cross-border payments and remittances and the number of
Member States where the third-party entities referred to in Article 30(5), point (h), are
established;
(f) the interconnectedness with the financial system.
2. Competent authorities that authorised an issuer of asset -referenced tokens in accordance with
Article 19 shall provide the EBA with information on the criteria referred to in paragraph 1 and specified
in accordance with paragraph 6 on at least a yearly basis.
(2a) Where an issuer of asset-referenced tokens authorised in accordance with Article 19
meets at least two of the thresholds in a paragraph 2, it shall notify ESMA without undue
delay and at the latest seven days after those thresholds are satisfied and provide it with the
relevant information identified in paragraph.
3. Where the EBAis of the opinion that asset -referenced tokens meet the criteria referred to in
paragraph 1, as specified in accordance with paragraph 6, the EBA shall prepare a draft decision to that
effect and notify that draft decision to the issuers of those asset -referenced tokens and the competent
authority of the issuer’s home Member State. The EBA shall give issuers of such asset -referenced tokens
and their competent authorities the opportunity to provide observ ations and comments in writing prior
the adoption of its final decision. T he EBA shall duly consider those observations and comments.
4. T he EBA shall take its final decision on whether an asset -referenced token is a significant asset -
referenced token within three months after the notification referred to in paragraph 3 and immediately
notify the issuers of such asset-referenced tokens and their competent authorities thereof.
5. T he supervisory responsibilities on issuers of significant asset -referenced tokens shall be
transferred to the EBA one month after the notification of the decision referred to in paragraph 4.
T he EBA and the competent authority concerned shall cooperate in order to ensure the smooth
transition of supervisory competences.
6. T he Commission shall be empowered to adopt delegated acts in accordance with Article 121 to
further specify the criteria set out in paragraph 1 for an asset -referenced token to be deemed significant
and determine:
(a) the thresholds for the criteria referred t o in points (a) to (e) of paragraph 1, subject to the
following:
i) the threshold for the customer base shall not be lower than two be 1020 million
natural or legal persons;
ii) the threshold for the value of the asset -referenced token issued or, where applicable,
the market capitalisation of such an asset -referenced token shall not be lower than
EUR 1 be EUR 510 billion;
iii) the threshold for the number and value of transactions in those asset-referenced
tokens shall not be lower than 500 000 be 2.5 million transactions per day or EUR
100 million 500 million1 billion per day respectively;
iv) the threshold for the size of the reserve assets as referred to in point (d) shall not be
lower than EUR 1 be EUR 510 billion;
v) the threshold for the number of Member States where the asset -referenced tokens
are used, including for cross-border payments and remittances, or where the third
parties as referred to in Article 30(5), point (h), are established shall not be lower
than seven; be five

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 (aa) the Commission, consulting EBA and ESMA, shall review the releveant thresholds at
least every two years and make a legislative proposal to adjust those thresholds if
appropriate.
(b) the circumstances under which asset-referenced tokens and their issuers shall be
considered as interconnected with the financial system;
(c) the content and format of information provided by competent authorities to EBA under
paragraph 2.
(d) the procedure and timeframe for the decisions taken by the EBA under paragraphs 3 to 5.

Article 40
Voluntary classification of asset-referenced tokens as significant asset-referenced tokens
1. Applicant issuers of asset-referenced tokens that apply for an authorisation as referred to in Article
16, may indicate in their application for authorisation that they wish to classify their asset -
referenced tokens as significant asset -referenced tokens. In that case, the competent authority shall
immediately notify the request from t he prospective issuer to the EBA.
For the asset-referenced tokens to be classified as significant at the time of authorisation, applicant
issuers of asset-referenced tokens shall demonstrate, through its programme of operations as
referred to in Article 16(2), point (c) that it is likely to meet at least three criteria referred to in
Article 39(1), as specified in accordance with Article 39(6).
2. Where, on the basis of the programme of operation, the EBA is of the opinion that asset -
referenced tokens meet the criteria referred to in Article 39(1), as specified in accordance with
Article 39(6), the EBA shall prepare a draft decision to that effect and notify that draft decision
to the competent authority of the applicant issuer’s home Member State.
T he EBA shall give competent authority of the applicant issuer’s home Member State the
opportunity to provide observations and comments in writing prior the adoption of its final
decision. T he EBA shall duly consider those observations and comments.
3. Where, on the basis of the programme of operation, the EBA is of the opinion that asset -
referenced tokens do not meet the criteria referred to in Article 39(1), as specified in accordance
with Article 39(6), the EBA shall prepare a draft decision to that effect and n otify that draft
decision to the applicant issuer and the competent authority of the applicant issuer’s home
Member State.
T he EBA shall give the applicant issuer and the competent authority of its home Member State
the opportunity to provide observations and comments in writing prior the adoption of its final
decision. T he EBA shall duly consider those observations and comments.
4. T he EBA shall take its final decision on whether an asset -referenced token is a significant asset -
referenced token within three months after the notification referred to in paragraph 1 and
immediately notify the issuers of such asset -referenced tokens and their competent authorities
thereof.
5. Where asset-referenced tokens have been classified as significant in accordance with a decision
referred to in paragraph 4, the supervisory responsibilities shall be transferred to the EBA on the
date of the decision by which the competent authority grants the authorisation referred to in Article
19(1).
Article 40a
Quasi e-money tokens and payment asset referenced tokens

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 Where ESMA considers that a significant asset-referenced token is being widely used
for payments in the Union, it shall request an opinion from the EBA.
Where the EBA concludes, after consulting the ECB and the relevant central banks of
Member States whose currency is not the euro, that the significant asset-referenced token has
become widely used as a means of exchange, the asset referenced token shall be re-classified as a
quasi-e-money token and the supervisory responsibilities shall be transferred to the EBA.

The EBA shall require the issuer of significant quasi-e-money tokens to comply with the
same requirements regarding the issuance and redeemability provided for issuers of e-money
tokens in accordance with Article 4.4, without prejudice to the application of higher fines and
sanctions for significant asset referenced tokens.

Article 41
Specific additional obligations for issuers of significant asset-referenced tokens
1. Issuers of significant asset-referenced tokens shall adopt, implement and maintain a remuneration
policy that promotes sound and effective risk management of such issuers and that does not create
incentives to relax risk standards.
2. Issuers of significant asset-referenced tokens shall ensure that such tokens can be held in custody
by different crypto-asset service providers authorised for the service referred to in Article 3(1) point
(10), including by crypto-asset service providers that do not belong to the same group, as define d
in Article 2(11) of Directive 2013/34/EU of the European P arliament and of the Council 3 7 , on a
fair, reasonable and non-discriminatory basis.
3. Issuers of significant asset-referenced tokens shall assess and monitor the liquidity needs to meet
redemption requests or the exercise of rights, as referred to in Article 34, by holders of asset -
referenced tokens. For that purpose Issuers of significant asset-referenced tokens shall establish,
maintain and implement also conduct liquidity management policy and procedures stress testing,
on a regular basis, and depending on the outcome of such tests, the EBA may decide to
strengthen T hat policy and those procedures shall ensure that the reserve assets have a resilient
liquidity risk requirement. profile that enable Where an issuer of significant asset-referenced
tokens to continue operating normally, including under liquidity stressed scenarios. offers two or
more categories of crypto-asset services, these stress tests shall cover all of these activities in a
comprehensive and holistic manner.
4. The minimum own funds requirements referred to in Article 31(1) shall be multiplied with a
factor of 1.5. T he percentage of the reserve assets referred to in Article 31(1), point (b), shall be
set at 3% of the average amount of the reserve assets for issuers of significant asset -referenced
tokens. be calculated over a period of 12 months. In addition, issuers of significant asset-
referenced tokens shall conduct, on a regular basis, stress testing that shall take into acount
severe but plausible financial stress scenarios such as interest rate shocksand non-financial
stress scenarios such as operational risk. Where an issuer of significant asset referenced tokens
offers two or more categories of crypto-asset tokens and/or provide crypto-asset services, these
stress tests shall cover all of these activities in a comprehensive and holistic manner. Based on
the outcome of such stress tests, the EBA where relevant, may impose additional own funds
37
Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013 on the annual financial
statements, consolidated financial statements and related reports of certain types of undertakings, amending Directive
2006/43/EC of the European Parliament and of the Council and repealing Council Directives 78/660/EEC and
83/349/EEC (OJ L 182, 29.6.2013, p. 19).

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 requirements on top of the 3% requirement. Moreover, issues of significant asset-referenced
tokens shall also conduct liquidity stress testing, on a regular basis, and depending on the
outcome of such tests, the EBA may decide to strengthen liquidity risk requirements.
5. Where several issuers offer the same asset -referenced token that is classified as significant, each
of those issuers shall be subject to the requirements set out in the paragraphs 1 to 4.
Where an issuer offers two or more categories of asset -referenced tokens in the Union and at
least one of those asset-referenced tokens is classified as significant, such an issuer shall be
subject to the requirements set out in paragraphs 1 to 4.
6. T he EBA, in close cooperation with ESMA, shall develop draft regulatory technical standards
specifying:
(a) the minimum content of the governance arrangements on the remuneration policy referred
to in paragraph 1;
(b) the procedure and timeframe for an issuer of significant asset -referenced tokens to adjust
to higher own funds requirements as set out in paragraph 4.
T he EBA shall submit those draft regulatory technical standards to the Commissio n by [please
insert date 12 months after entry into force].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in
the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1093/2010.
Ch apter 6

Orderly wind-down

Article 42
Orderly wind-down
1. Issuers of asset-referenced tokens shall have in place a plan that is appropriate to support an
orderly wind-down of their activities under Art, including continuity or recovery of any critical
activities performed by those issuers or by any third-party entities as referred in Article 30(5), point (h).
T hat plan shall demonstrate the ability of the issuer of asset -referenced tokens to carry out an orderly
wind-down without causing undue economic harm to the holders of asset -referenced tokens or to the
stability of the markets of the reserve assets.
2. T he plan referred to in paragraph 1 shall include contractual arrangements, procedures and
systems to ensure that the proceeds from the sale of the remaining reserve assets are paid to the holders
of the asset-referenced tokens.
3. T he plan referred to in paragraph 1 shall be reviewed and updated regularly.

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 Compromise F: TITLE IV Requ irements to be fulfilled by all issuers of electronic money tokens
(Articles 43- 52)
Covering AMs 10, 667-729, 731-735, 737-739, 741-742, 744, 746-747, 751, 753-755, 757-759, 1153,
AMs fall if compromise is adopted

Chapte r 1
Article 43
Authorisation
1. No electronic money tokens shall be offered to the public in the Union or shall be admitted to
trading on a trading platform for crypto-assets unless the issuer of such electronic money tokens:
(a) is authorised as a credit institution or an entity exempted by Article 2 (5) points (4) to (23) of
Directive 2013/36/EU or as an ‘electronic money institution’ within the meaning of Article 2(1)
of Directive 2009/110/EC;
(b) complies with requirements applying to electronic money institution set out in T itles I I and III
of Directive 2009/110/EC, unless stated otherwise in this T itle;
(c) publishes a crypto-asset white paper notified to the competent authority, in accordance with
Article 46.
For the purpose of point (a), an ‘electronic money institution’ as defin ed in Article 2(1) of
Directive 2009/110/EC shall be authorised to issue ‘e-money tokens’ and e-money tokens shall
be deemed to be ‘electronic money’ as defined in Article 2(2) of Directive 2009/110/EC.
An e-money token which references a Union currency shall be deemed to be offered to the
public in the Union.

(1a) The ECB shall decide whether to authorise e-money tokens. The ECB shall not
authorise if it cannot exclude a threat to financial stability or monetary sovereignty in the
euro area because of the business model, anticipated market volume or other detrimental
circumstances of the proposed e-money token. The ECB shall adopt its decision within three
months of receiving the complete application for authorisation and inform the applicant
issuer of that decision within five working days of its adoption.

2. P aragraph 1 shall not apply to:

(a) e-money tokens that are marketed, distributed and held by qualified investors and can only be
held by qualified investors;
(b) if the average outstanding amount of e-money tokens does not exceed EUR 5 000 000, or
the corresponding equivalent in another fiat currency, over a period of 12 months,
calculated at the end of each calendar day.

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 For the purpose of point (b), where the Member State has set a threshold lower than EUR 5 000
000 in accordance with Article 9 (1)(a) of Directive 2009/110/EC, such a threshold shall apply.
In the case referred to in points (a) and (b), the issuers of electronic money tokens shall produce
a crypto-asset white paper and notify such crypto-asset white paper to the competent authority
in accordance with Article 46.
2a. E-money tokens offered to the public in Member States or admitted to trading on a
trading platform for crypto-assets may reference any global currency that is legal tender.
By ... [18 months after the date of entry into force], EBA shall, after consulting all relevant
stakeholders and reflecting all interests involved, issue guidelines in accordance with Article
16 of Regulation (EU) No 1093/2010 concerning the prudential treatment of payment ART
issued by credit institutions or electronic money institutions.

Article 44
Issuance and redeemability of electronic money tokens
1. By derogation of Article 11 of Directive 2009/110/EC, only the following requirements
regarding the issuance and redeemability of e-money tokens shall apply to offerors, or, if
applicable, issuers of e-money tokens.
2. Holders of e-money tokens shall be provided with are entitled to a claim on the issuer of such
e-money tokens. Any e-money token that does not provide all holders with a claim shall be
prohibited. redemption at any moment and at par value, of the monetary value of thee-money
tokens held, either in cash or by credit transfer.
3. Issuers of such e-money tokens shall issue Offerors shall deliver e-money tokens at par value
and on the receipt of funds within the meaning of Article 4(25) of Directive 2015/2366. If
applicable, the issuer, at the offeror's request, shall issue e-money tokens at par value and on
the receipt of funds within the meaning of Article 4(25) of Directive 2015/2366.
4. Upon request by the holder of e-money tokens, the respective offeror or issuer, as applicable
must redeem, at any moment and at par value, the monetary value of the e -money tokens held
to the holders of e-money tokens, either in cash or by credit transfer.
5. Offerors, or, if applicable, issuers of e-money tokens shall prominently state the conditions of
redemption, including any fees relating thereto, in the crypto -asset white paper as referred to in
Article 46. In any event, redemption shall be immediate or take place within no more than
two working days.
6. Redemption may be subject to a fee only if stated in the crypto -asset white paper. Any such fee
shall be proportionate and commensurate with the actual costs incurred by issuers of e -money
tokens.
7. Where issuers offerors of e-money tokens does not fulfil legitimate redemption requests from
holders of e-money tokens within the time period specified in the crypto -asset white paper and
which shall not exceed 30 days, the obligation set out in paragraph 3 applies to any following
third party entities that has been in contractual arrangements with issuers of e-money tokens:
(a) entities ensuring the safeguarding of funds received by issuers of e -money tokens in
exchange for e-money tokens in accordance with Article 7 of Directive 2009/110/EC;

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 (b) any natural or legal persons in charge of distributing e-money tokens on behalf of issuers
or offerors of e-money tokens.
(ba) issuers of e-money tokens, if different from the offeror.

Article 45
Prohibition of interests
By derogation to Article 12 of Directive 2009/110/EC, no issuer of e-money tokens or crypto-asset
service providers shall grant interest or any other benefit related to the length of time during which a
holder of e-money tokens holds such e-money tokens.

Article 46
Content and form of the crypto-asset white paper for electronic money tokens
1. Before offering the offeror offers e-money tokens to the public in the EU or seeking seeks an
admission of such e-money tokens to trading on a trading platform, the issuer of e-money tokens
shall publish a crypto-asset white paper on its website.
2. T he crypto-asset white paper referred to in paragraph 1 shall contain all the following relevant
information:
(a) a description of the issuer of e-money tokens;
(aa) a description of the offeror of e-money tokens;
(ab) a contact telephone number and an email address of the issuer and the offerer, and a
peroid of days during which an investor contacting the issuer or the offeror via this
telephone number or email address will receive an answer.
(b) a detailed description of the issuer’s project, and a presentation of the main participants
involved in the project's design and development; , when known;
(c) an indication on whether the crypto-asset white paper concerns an offering of e-money
tokens to the public and/or an admission of such e-money tokens to trading on a trading
platform for crypto-assets;
(d) a detailed description of the rights and obligations attached to the e -money tokens,
including the redemption right at par value as referred to in Article 44 and the procedures
and conditions of exercise of these rights;
(e) the information on the underlying technology and standards met by the issuer of e -money
tokens allowing for the holding, storing and transfer of such e-money tokens;
(ea) a description of the consensus mechanism and underlying technology, including any
adverse impact by the issuer or the e-money token project on climate and other
environmental, social and governance adverse impacts;
(eb) where the token is based or relies on a ‘environmentally unsustainable consensus
mechanism’ as defined Article 3, a roadmap to shift to an alternative consensus
mechanism that is not identified as environmentally unsustainable, by 31 December
2024, unless it is based on an environmentally unsustainable consensus mechanism
operated at small scale

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 (ea) the information regarding the governance of the issuance of e-money tokens as
decentralised crypto-assets, when applicable;
(f) the risks relating to the issuer(s) of the of e-money issuer, tokens, the offeror of the e-
money tokens, the e-money tokens and the implementation of the project, including the
technology;
(g) the disclosure items specified in Annex III.
3. All such information referred to in paragraph 2 shall be fair, clear and not misleading. The
crypto-asset white paper shall not contain material omissions and it shall be presented in a
concise and comprehensible form.
4. Every crypto-asset white paper shall also include a statement from the management body of the
issuer of e-money confirming that the crypto-asset white paper complies with the requirements
of this T itle and specifying that, to their best knowledge, the information presented in the crypto-
asset white paper is correct and that there is no significant omission.
5. T he crypto-asset white paper shall include a summary which shall, in brief and non-technical
language, provide key information in relation to the offer to the public of e -money tokens or
admission of such e-money tokens to trading, and in particular about the essential elements of
the e-money tokens. The summary shall indicate that:
(a) the holders of e-money tokens have a redemption right at any moment and at par value;
(b) the conditions of redemption, including any fees relating thereto.
6. Every crypto-asset white paper shall be dated.
7. T he crypto-asset white paper shall be drawn up in at least one of the official languages of the
home Member State or in a language customary in the sphere of international finance. English.
8. T he crypto-asset white paper shall be made available in machine readable formats, in accordance
with Article 5.
9. T he issuer of e-money tokens shall notify its draft crypto-asset white paper, and where
applicable their marketing communications, to the relevant competent authority as referred to
in Article 3(1) point (24)(b) at least 20 working days before its date of its publication.
After the notification and without prejudice of the powers laid down in Directive 2009/110/EC
or the national laws transposing it, the competent authority of the home Member State may
exercise the powers laid down in Article 82(1) of this Regulation.
10. Any change or new fact likely to have a significant influence on the purchase decision of any
potential purchaser or on the decision of holders of e-money tokens to sell or exchange such e-
money tokens to the issuer which occurs after the publication of the initial crypto -asset white
paper shall be described in a modified crypto-asset white paper prepared by the issuer and
notified to the relevant competent authority, in accordance with paragraph 9.

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 Article 47
Liability of issuers of e-money tokens for the information given in a crypto-asset white paper
1. Where an issuer of e-money tokens or its management body has infringed Article 46, by
providing in its crypto-asset white paper or in a modified crypto-asset white paper information
which is not complete, fair or clear or by providing information which is misleading, a holder
of such e-money tokens may claim damages from that issuer of e -money tokens or its
management body for damage caused to her or him due to that infringement.
Any exclusion of civil liability shall be deprived of any legal effect.
2. It shall be the responsibility of the holders of e-money tokens to present evidence indicating that
the issuer of e-money tokens has infringed Article 46 and that such an infringement had an
impact on his or her decision to buy, sell or exchange the said e -money tokens.
3. A holder of e-money tokens shall not be able to claim damages for the information provided in
a summary as referred to in Article 46(5), including the translation thereof, except where:
(a) the summary is misleading, inaccurate or inconsistent when read together with the other
parts of the crypto-asset white paper;
(b) the summary does not provide, when read together with the other parts of the crypto -asset
white paper, key information in order to aid consumers and investors when co nsidering
whether to purchase such e-money tokens.
4. T his Article does not exclude further civil liability claims in accordance with national law.

Article 48
Marketing communications
1. Any marketing communications relating to an offer of e-money tokens to the public, or to the
admission of such e-money tokens to trading on a trading platform for crypto -assets, shall
comply with all of the following:
(a) the marketing communications shall be clearly identifiable as such;
(b) the information in the marketing communications shall be fair, clear and not misleading;
(c) the information in the marketing communications shall be consistent with the information
in the crypto-asset white paper;
(d) the marketing communications shall clearly state that a crypto-asset white paper has been
published and indicate the address of the website of the issuer of the e -money tokens.
2. T he marketing communications shall contain a clear and unambiguous statement that all the
holders of the e-money tokens have a redemption right at any time and at par value on the issuer.

Article 49
Investment of funds received in exchange of e-money token issuers
Funds received by issuers or offerors of e-money tokens in exchange of e-money tokens and that are
invested in secure, low-risk assets highly liquid financial instruments with minimal market and credit
risks in accordance with Article 34(4) of this Regulation, instead of Article 7(2) of Directive

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 2009/110/EC, in accordance with Article 7(2) of Directive 2009/110/EC shall be inv ested in assets
denominated in the same currency as the one referenced by the e -money token.
Chapte r 2

Significant e -money tokens

Article 50
Classification of e-money tokens as significant e-money tokens
1. T he EBA after consultation of the ECB and the relevant central banks of Member States
whose currency is not the euro shall classify e-money tokens as significant e-money tokens on
the basis of the criteria referred to in Article 39(1), as specified in accordance with Article 39(6),
and where at least three two of those criteria are met.
2. Competent authorities of the issuer’s issuer or offeror's home Member State shall provide the
EBA the ECB and the relevant central banks of Member States whose currency is not the
euro with information on the criteria referred to in Article 39(1) of this Article and specified in
accordance with Article 39(6) on at least a yearly basis.
3. Where the EBA, after consultation of the ECB and the relevant central banks of Member
States whose currency is not the euro, is of the opinion that e-money tokens meet the criteria
referred to in Article 39(1), as specified in accordance with Article 39(6), the EBA shall prepare
a draft decision to that effect and notify that draft decision to the issuers or offeres of those e-
money tokens and the competent authority of the issuer’s or offerer’s home Member State. The
EBA shall give issuers ot offeres of such e-money tokens and their competent authorities the
opportunity to provide observations and comments in writing prior the adoption of its final
decision. T he EBA, after consultation of the ECB and the relevant central banks of Member
States whose currency is not the euro, shall duly consider those observations and comments.
4. T he EBA shall take its final decision on whether an e-money token is a significant e-money
token within three months after the notification referred to in paragraph 3 and immediately
notify the issuers or offerors of such e-money tokens and their competent authorities thereof.

Article 51
Voluntary classification of e-money tokens as significant e-money tokens
1. An issuer of e-money tokens, authorised as a credit institution or as an ‘electronic money
institution’ as defined in Article 2(1) of Directive 2009/110/EC or applying for such
authorisation, may indicate that they wish to classify their e -money tokens as significant e-
money tokens. In that case, the competent authority shall immediately notify the request from
the issuer or applicant issuer to EBA.
For the e-money tokens to be classified as significant, the issuer or applicant issuer of e -money
tokens shall demonstrate, through a detailed programme of operations, that it is likely to meet
at least three criteria referred to in Article 39(1), as specified in accordance with Art icle 39(6).
2. Where, on the basis of the programme of operation, the EBA, after consultation of the ECB
and the relevant central banks of Member States whose currency is not the euro, is of the
opinion that the e-money tokens meet the criteria referred to in Article 39(1), as specified in

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 accordance with Article 39(6), the EBA shall prepare a draft decision to that effect and notify
that draft decision to the competent authority of the issuer or applicant issuer’s home Member
State.
T he EBA shall give competent authority of the issuer or applicant issuer’s home Member State
the opportunity to provide observations and comments in writing prior the adoption of its final
decision. T he EBA shall duly consider those observations and comments.
3. Where, on the basis of the programme of operation, the EBA, after consultation of the ECB
and the relevant central banks of Member States whose currency is not the euro is of the
opinion that the e-money tokens do not meet the criteria referred to in Article 39(1), as specified
in accordance with Article 39(6), the EBA shall prepare a draft decision to that effect and notify
that draft decision to the issuer or applicant issuer and the competent authority of the issuer or
applicant issuer’s home Member State.
T he EBA shall give the issuer or applicant issuer and the competent authority of its home
Member State the opportunity to provide observations and comments in writing prior the
adoption of its final decision. T he EBA shall duly consider those observations and co mments.
4. T he EBA, after consultation of the ECB and the relevant central banks of Member States
whose currency is not the euro, shall take its final decision on whether an e-money token is a
significant e-money token within three months after the notification referred to in paragraph 1
and immediately notify the issuers or applicant issuer of such e -money tokens and their
competent authorities thereof. T he decision shall be immediately notified to the issuer or
applicant issuer of e-money tokens and to the competent authority of its home Member State.
The decision shall be immediately notified to the issuer or applicant issuer of e-money tokens
and to the competent authority of its home Member State.

Article 52
Specific additional obligations for issuers of significant e-money tokens
Issuers of at least one category of e-money tokens shall apply the following requirements applying to
issuers of asset-referenced tokens or significant asset -referenced tokens:
(a) Articles 33 and 34 of this Regulation, instead of Article 7 of Directive 2009/110/EC;
(b) Article 41, paragraphs 1, 2, and 3 and 4 of this Regulation;
(c) Article 41 paragraph 4 of this Regulation, instead of Article 5 of Directive 2009/110/EC;
(d) Article 42 of this Regulation.

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 Compromise G: TITLE V: Au thorisation and operating conditions for Crypto-Asset Service
providers (Articles 53- 75)
Covering AMs 11-14, 760-965, AMs fall if compromise is adopted

Chapter 1: Authorisation of crypto-asset service providers

Article 53
Authorisation
1. Crypto-asset services shall only be provided by legal persons that have a registered office in a
Member State of the Union and that have been authorised as crypto-asset service providers an
authorisation which allows them to provide those services in accordance with Article 5553a.
ESMA shall require significant crypto-asset service providers who intend to provide crypto-
asset services, to obtain authorisation before commencing the provision of crypto-asset
services. ESMA shall ensure the supervision of the significant CASP in close cooperation
with the competent authority of the home Member State. ESMA shall develop draft
regulatory standards to determine the criteria to be taken into account when assessing the
significance of CASP
Crypto-asset service providers shall, at all times, meet the conditions for their initial
authorisation and shall notify ESMA without undue delay, of any material changes to the
conditions for their authorisation.
No person who is not a crypto-asset service provider shall use a name, or a corporate name, or issue
marketing communications or use any other process suggesting that he or she is authorised as a crypto-
asset service provider or that is likely to create confusion in that respect.
2. Competent authorities that grant an authorisation under Article 55 shall ensure that such
authorisation specifies the crypto-asset services that crypto-asset service providers are
authorised to provide.
3. An authorisation as a crypto-asset service provider shall be valid for the entire Union and shall
allow crypto-asset service providers to provide throughout the Union the services for which they
have been authorised, either through the right of establishment, including through a branch, or
through the freedom to provide services.
Crypto-asset service providers that provide crypto-asset services on a cross-border basis shall
not be required to have a physical presence in the territory of a host Member State . appoint a
resident director and to have substantive management presence in the Union.
4. Crypto-asset service providers seeking to add crypto-asset services to their authorisation shall
request the competent authorities that granted the authorisation for an extension of their
authorisation by complementing and updating the information referred to in Article 54. The
request for extension shall be processed in accordance with Article 55.

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 Article 54
Appl ication for authorisation
1. Legal persons that intend to provide crypto-asset services shall apply for authorisation as a
crypto-asset service provider to the competent authority of the Member State where they have
their registered office. ESMA
2. T he application referred to in paragraph 1 shall contain all of the following:
(a) the name, including the legal name and any other commercial name to be used, the legal
entity identifier of the applicant crypto-asset service provider, the website operated by that
provider, a contact email address, a contact telephone number and its physical address;
(aa) name and contact details of a central contact person in charge of compliance with this
Regulation and anti-money laundering obligations;
(b) the legal status of the applicant crypto-asset service provider;
(c) the articles of association of the applicant crypto-asset service provider;
(d) a programme of operations setting out the types of crypto-asset services that the applicant
crypto-asset service provider wishes to provide, including where and how t hese services are to
be marketed;
(e) a description of the applicant crypto-asset service provider’s governance arrangements;
(ea) a statement that the applicant crypto-asset service provider is not a subsidiary of a
crypto-asset service provider or of the parent holding of such crypto-asset service provider,
and is not controlled by a crypto-asset service provider-, located in any of the following
countries:
(i) a third country listed as a high-risk third country that has strategic deficiencies in
its regime on anti-money laundering and counter terrorist financing, in accordance with
Article 9 of Directive (EU) 2015/849 of the European Parliament and of the Council;
(ii) a third country not listed in Annex I or Annex II of the EU list of noncooperative
jurisdictions for tax purposes.
(f) for all natural persons involved in the management body of the applicant crypto-asset
service provider, and for all natural persons who, directly or indirectly, hold 20% 5% or more
of the share capital or voting rights, or ownership interest in the crypto-asset service provider,
inclunding through bearer shareholdings, or through control via other means, information
on their identities, proof of the absence of a criminal record in respect of infringements of
national rules in the fields of commercial law, insolvency law, financial services law, anti-
money laundering law, counter-terrorism legislation, and professional liability obligations;
(g) proof that the natural persons involved in the management body of the applicant crypto-
asset service provider collectively are of sufficient repute and possess sufficient appropriate
knowledge, skills and experience to manage that provider and that those natural persons are
required to commit sufficient time to the performance of their duties;
(h) a description of the applicant crypto-asset service provider’s internal control mechanism,
procedure for risk assessment and business continuity plan;

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 (i) descriptions both in technical and non-technical language of applicant crypto-asset service
provider’s IT systems and security arrangements;
(j) proof that the applicant crypto-asset service provider meets the prudential safeguards in
accordance with Article 60;
(k) a description of the applicant crypto-asset service provider’s procedures to handle
complaints from clients;
(l) a description of the procedure for the segregation of client’s crypto -assets and funds;
(m) a description of the procedure and system to detect market abuse.
(n) where the applicant crypto-asset service provider intends to ensure the custody and
administration of crypto-assets on behalf of third parties, a description of the custody policy;
(o) where the applicant crypto-asset service provider intends to operate a trading platform
for crypto-assets, a description of the operating rules of the trading platform;
(p) where the applicant crypto-asset service provider intends to exchange crypto-assets for
fiat currency or crypto-assets for other crypto-assets, a description of the non-discriminatory
commercial policy governing the relationship with clients, including a description of the
methodology for determining the price of the crypto-assets they propose for excahnge against
funds or others crypto-assets.
(q) where the applicant crypto-asset service provider intends to execute orders for crypto-
assets on behalf of third parties, a description of the execution policy;
(r) where the applicant intends to receive and transmit orders for crypto-assets on behalf of
third parties, proof that the natural persons giving advice on behalf of the applicant crypto -asset
service provider have the necessary knowledge and expertise to fulfil their obligations.
(ra) a description of the applicant crypto-asset service provider’s internal control
mechanisms and procedures for risk assessment to comply with the obligations in relation to
money laundering and terrorist financing under Directive (EU) 2015/849 of the European
Parliament and of the Council, procedure for risk assessment and business continuity plan.
3. Competent authorities shall not require an applicant crypto-asset service provider to provide any
information they have already received pursuant to Directive 2009/110/EC, Direc tive
2014/65/EU, Directive 2015/2366/EU or national law applicable to crypto-asset services prior
to the entry into force of this Regulation, provided that such information or documents are still
up-to-date and are accessible to the competent authorities.

Article 55
Assessment of the application for authorisation and grant or refusal of authorisation
1. Competent authorities shall, within 25 15 working days of receipt of the application referred to
in Article 54(1), assess whether that application is co mplete by checking that the information
listed in Article 54(2) has been submitted. Where the application is not complete, the authorities
shall set a deadline by which the applicant crypto-asset service providers are to provide the
missing information.
2. Competent authorities may refuse to review applications where such applications remain
incomplete after the deadline referred to in paragraph 1.

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 3. Competent authorities shall immediately notify applicant crypto-asset service providers of the
fact that an application is complete.
4. Before granting or refusing to an authorisation as a crypto -asset service provider, competent
authorities shall consult the competent authorities of another Member State in any of the
following cases:
(a) the applicant crypto-asset service provider is a subsidiary of a crypto -asset service
provider authorised in that other Member State;
(b) the applicant crypto-asset service provider is a subsidiary of the parent undertaking of a
crypto-asset service provider authorised in that other Member State;
(c) the applicant crypto-asset service provider is controlled by the same natural or legal
persons who control a crypto-asset service provider authorised in that other Member State.
5. Competent authorities shall, within three two months from the date of receipt of a complete
application, assess whether the applicant crypto-asset service provider complies with the
requirements of this T itle and shall adopt a fully reasoned decision granting or refusing an
authorisation as a crypto-asset service provider. T hat assessment shall take into account the
nature, scale and complexity of the crypto-asset services that the applicant crypto-asset service
provider intends to provide.
Competent authorities may refuse authorisation where there are objective and demonstrable grounds
for believing that:
(a) the management body of the applicant crypto-asset service provider poses a threat to its
effective, sound and prudent management and business continuity, and to the adequate
consideration of the interest of its clients and the integrity of the market;
(b) the applicant fails to meet or is likely to fail to meet any requirements of this T itle.
6. Competent authorities shall inform ESMA of all authorisations granted under this Article.
ESMA shall add all the information submitted in successful applications to the register of
authorised crypto-asset service providers provided for in Article57. ESMA may request
information in order to ensure that competent authorities grant authorisations under thi s Article
in a consistent manner.
7. Competent authorities shall notify applicant crypto-asset service providers of their decisions to
grant or to refuse authorisation within three working days of the date of that decision.

Article 56
With drawal of authorisation
1. Competent authorities shall withdraw the authorisations in any of the following situations the
crypto-asset service provider:
(a) has not used its authorisation within 18 months of the date of granting of the authorisation;
(b) has expressly renounced to its authorisation;
(c) has not provided crypto-asset services for nine successive months;
(d) has obtained its authorisation by irregular means, including making false statements in its
application for authorisation;

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 (e) no longer meets the conditions under which the authorisation was granted and has not
taken the remedial actions requested by the competent authority within a set -time frame;
(ea) fails to have in place effective measures and procedures to prevent, detect and investigate
illicit activities connected to the provision of crypto-asset services;
(eb) its activity poses a threat to financial stability, market integrity or investor and consumer
protection;
(f) has seriously infringed this Regulation.
2. Competent authorities shall also have the power to withdraw authorisations in any of the
following situations:
(a) the crypto-asset service provider or the members of its management body have infringed
national law implementing Directive (EU) 2015/8493 8 in respect of money laundering or
terrorist financing;
(b) the crypto-asset service provider has lost its authorisation as a payment institution in
accordance with Article 13 of Directive (EU) 2015/2366 or its authorisation as an electronic
money institution granted in accordance with T itle II of Directive 2009/110/EC and that crypto-
asset service provider has failed to remedy the situation within 40 calendar days.
3. Where a competent authority withdraws an authorisation, the competent authority designated as
a single point of contact in that Member State in accordance with Article 81 shall notify ESMA
and the competent authorities of the host Member States thereof without undue delay. ESMA
shall register the information on the withdrawal of the authorisation in the register referred to in
Article 57.
4. Competent authorities may limit the withdrawal of authorisation to a particular service.
5. Before withdrawing an the authorisation, competent authorities shall consult the competent
authority of another Member State where the crypto-asset service provider concerned is:
(a) a subsidiary of a crypto-asset service provider authorised in that other Member State;
(b) a subsidiary of the parent undertaking of a crypto-asset service provider authorised in that
other Member State;
(c) controlled by the same natural or legal persons who control a crypto -asset service provider
authorised in that other Member State.
6. T he EBA, ESMA and any competent authority of a host Member State may at any time request
that the competent authority of the home Member State examines whether the crypto -asset
service provider still complies with the conditions under which the authorisation was granted.
7. Crypto-asset service providers shall establish, implement and maintain adequate procedures
ensuring the timely and orderly transfer of the clients’ crypto-assets and funds to another crypto-
asset service provider when an authorisation is withdrawn.

38
Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015 on the prevention of the
use of the financial systemfor the purposes of money laundering or terrorist financing, amending Regulation (EU)
No 648/2012 of the European Parliament and of the Council, and repealing Directive 2005/60/EC of the European
Parliament and of the Council and Commission Directive 2006/70/EC (OJ L 141, 5.6.2015, p. 73 –117)

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 Article 56a
Provision of crypto-asset services at the exclusive initiative of the client.
1. Whereas client established or situated in the Union initiates at its own exclusive initiative the
provision of a crypto-asset service [or activity] by a third-country firm, the requirement for
authorisation under Article 53 shall not apply to the provision of that service [or activity] by
the third country firm to that person including a relationship specifically relating to the
provision of that service or activity.

Without prejudice to intragroup relations,where a third‐country firm, including through an

entity acting on its behalf or having close links with such third‐country firm or any other
person acting on behalf of such entity, solicits clients or potential clients in the Union,
regardless of the means of communication used for solicitation, promotion or advertising in
the Union, it shall not be deemed to be a service provided at the own exclusive initiative of the
client.

The presumption of the second subparagraph shall apply regardless of any contractual clause
or disclaimer purporting to state, for example, that the third country firm will be deemed to
respond to the exclusive initiative of the client.

2. An initiative by a client as referred to in paragraph 1 shall not entitle the third‐country firm to
market new categories of crypto-asset services.

Article 57
Register of crypto-asset service providers
1. ESMA shall establish a register of all crypto-asset service providers. T hat register shall be
publicly available on its website and shall be updated on a regular basis.
2. T he register referred to in paragraph 1 shall contain the following data:
(a) the name, legal form and the legal entity identifier and the branches of the crypto -asset
service provider;
(b) the commercial name, physical address, email address and telephone number of the
crypto-asset service provider and website of the crypto-asset service provider or the trading
platform for crypto-assets operated by the crypto-asset service provider;
(c) the name and address of the competent authority which granted authorisation and its
contact details; including an email address as well as telephone number towards the single-
point of contact in charge of questions and problems around crypto asser service providers.
(d) the list of crypto-asset services for which the crypto-asset service provider is authorised;
(e) the list of Member States in which the crypto-asset service provider has notified its
intention to provide crypto-asset services in accordance with Article 58;
(f) any other services provided by the crypto-asset service provider not covered by this
Regulation with a reference to the relevant Union or national law.

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 3. Any withdrawal of an authorisation of a crypto-asset service provider in accordance with Article
56 shall remain published in the register for five years.

Article 58
Cross-border provision of crypto-asset services
1. Crypto-asset service providers that intend to provide crypto -asset services in more than one
Member State, shall submit the following information to the competent authority designated as
a single point of contact in accordance with Article 81.
(a) a list of the Member States in which the crypto-asset service provider intends to provide
crypto-asset services;
(b) the starting date of the intended provision of the crypto-asset services;
(c) a list of all other activities provided by the crypto-asset service provider not covered by
this Regulation.
2. T he single point of contact of the Member State where authorisation was granted shall, within
10 working days of receipt of the information referred to in paragraph 1 communicate that
information to the competent authorities of the host Member States, to ESMA and to the EBA.
ESMA shall register that information in the register referred to in Article 57.
3. T he single point of contact of the Member State which granted authorisation shall inform the
crypto-asset service provider concerned of the communication referred to in paragraph 2 without
delay.
4. Crypto-asset service providers may start to provide crypto -asset services in a Member State
other than their home Member State from the date of the receipt of the communication referred
to in paragraph 3 or at the latest 15 calendar days after having submitted the information referred
to in paragraph 1.
Chapte r 2: Obligation for all crypto-asset service providers
Article 59
Obl igation to act h onestly, fairly and professionally in the best interest of clients and information
to cl ients
1. Crypto-asset service providers shall act honestly, fairly and professionally in accordance with
the best interests of their clients and prospective clients.
2. Crypto-asset service providers shall provide their clients with fair, clear and not misleading
information, in particular in marketing communications, which shall be identified as such.
Crypto-asset service providers shall not, deliberately or negligently, mislead a client in relation
to the real or perceived advantages of any crypto-assets.
3. Crypto-asset service providers shall warn clients of risks associated with purchasing crypto-
assets.
4. Crypto-asset service providers shall make their pricing policies publicly available, by online
posting with a prominent place on their website.

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 Article 60
Pru dential requirements
1. Crypto-asset service providers shall, at all times, have in place prudential safeguards equal to
an amount of at least the higher of the following:
(a) the amount of permanent minimum capital requirements indicated in Annex IV,
depending on the nature of the crypto-asset services provided;
(b) one quarter of the fixed overheads of the preceding year, reviewed annually;
2. T he prudential safeguards referred to in paragraph 1 shall take any of the following forms:
(a) own funds, consisting of Common Equity T ier 1 items referred to in Articles 26 to 30 of
Regulation (EU) No 575/2013 after the deductions in full, pursuant to Article 36 of that
Regulation, without the application of threshold exemptions pursuant to Articles 46 and 48 of
that Regulation;
(b) an insurance policy covering the territories of the Union where crypto -asset services are
actively provided or a comparable guarantee.
3. Crypto-asset service providers that have not been in business for one year from the date on
which they started providing services shall use, for the calculation referred to in paragraph 1,
point (b), the projected fixed overheads included in their projections for the first 12 months’ of
service provision, as submitted with their application for authorisation.
4. T he insurance policy referred to in paragraph 2 shall be disclosed to the public through the
crypto asset service provider´s website and shall have at least all of the following
characteristics:
(a) it has an initial term of no less than one year;
(b) the notice period for its cancellation is at least 90 days;
(c) it is taken out from an undertaking authorised to provide insurance, in accordance with
Union law or national law;
(d) it is provided by a third-party entity.
5. T he insurance policy referred to in paragraph 2, point (b) shall include, coverage against the risk
of:
(a) loss of documents;
(b) misrepresentations or misleading statements made;
(c) acts, errors or omissions resulting in a breach of:
i) legal and regulatory obligations;
ii) the duty to act honestly, fairly and professionally towards clients;
iii) obligations of confidentiality;
(d) failure to establish, implement and maintain appropriate procedures to prevent conflicts
of interest;
(e) losses arising from business disruption or system failures;

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 (f) where applicable to the business model, gross negligence in safeguarding of clients’
crypto-assets and funds.
6. For the purposes of paragraph 1 point (b), crypto-asset service providers shall calculate their
fixed overheads for the preceding year, using figures resulting from the applicable accounting
framework, by subtracting the following items from the total expenses after distribution of
profits to shareholders in their most recently audited annual financial statements or, where
audited statements are not available, in annual financial statements validated by national
supervisors:
(a) staff bonuses and other remuneration, to the extent that those bonuses and that
remuneration depend on a net profit of the crypto-asset service providers in the relevant year;
(b) employees', directors' and partners' shares in profits;
(c) other appropriations of profits and other variable remuneration, to the extent that they are
fully discretionary;
(d) non-recurring expenses from non-ordinary activities.

Article 61
Organisational requirements
1. Members of the management body of crypto-asset service providers shall have the necessary
good repute and competence, in terms of qualifications, experience and skills to perform their
duties and be fit and proper for the purpose of anti-money laundering and combatting the
financing of terrorism . T hey shall demonstrate that they are capable of committing sufficient
time to effectively carry out their functions.
2. Natural persons who either own, directly or indirectly, more than 20% 10% 5% of the crypto-
asset service provider's share capital or voting rights, or who exercise, by any other means, a
power of control over the said crypto-asset service provider shall provide evidence that they
have the necessary good repute and competence and be fit and proper for the purpose of anti-
money laundering and combatting the financing of terorism.
3. None of the persons referred to in paragraphs 1 or 2 shall have been convicted of offences
relating to money laundering or terrorist financing or other financial crimes or for misconduct
or fraud in the management of a business.

3b. Crypto-asset service providers shall establish, implement and maintain adequate internal
control mechanisms designed to secure compliance with decisions and procedures at all levels of
crypto-asset service provider
4. Crypto-asset service providers shall employ personnel with the skills, knowledge and expertise
necessary for the discharge of responsibilities allocated to them, and taking into account the
scale, the nature and range of crypto-asset services provided.
5. T he management body shall assess and periodically review the effectiveness of the policies
arrangements and procedures put in place to comply with the obligations set out in Chapters 2
and 3 of this T itle and take appropriate measures to address any deficiencies.

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 6. Crypto-asset service providers shall take all reasonable steps to ensure continuity and regularity
in the performance of their crypto-asset services. T o that end, crypto-asset service providers
shall employ appropriate and proportionate resources and procedures, including resilient and
secure ICT systems in accordance with Regulation (EU) 2021/xx of the European Parliament
and of the Council. 3 9
(5) T hey shall establish a business continuity policy, which shall include ICT business
continuity as well as disaster recovery plans set -up in accordance with Regulation (EU) 2021/xx
of the European P arliament and of the Council4 0 aimed at ensuring, in the case of an interruption
to their ICT systems and procedures, the preservation of essential data and functions and the
maintenance of crypto-asset services, or, where that is not possible, the timely recovery of such
data and functions and the timely resumption of crypto-asset services.
7. Crypto-asset service providers shall have internal control mechanisms, systems and effective
procedures for risk assessment, including effective control and safeguard arrangements for
managing ICT systems in accordance with Regulation (EU) 2021/xx of the European Parliament
and of the Council4 1 as well as effective procedures for risk assessment to comply with the
obligations in relation to money laundering and terrorist financing under Directive (EU)
2015/849 of the European Parliament and of the Council. T hey shall monitor and, on a regular
basis, evaluate the adequacy and effectiveness of internal control mechanisms and procedures
for risk assessment and take appropriate measures to address any deficiencies.
(6) Crypto-asset service providers shall have systems and procedures to safeguard the
security, integrity and confidentiality of information in accordance with Regulation (EU)
2021/xx of the European Parliament and of the Council. 4 2
8. Crypto-asset service providers shall arrange for records to be kept of all crypto -asset services,
orders and transactions undertaken by them. T hose records shall be sufficient to enable
competent authorities to fulfil their supervisory tasks and to perform the enforcement actions,
and in particular to ascertain whether the crypto-asset service provider has complied with all
obligations including those with respect to clients or potential clients and to the integrity of the
market.
9. Crypto-asset service providers shall have in place systems, procedures and arrangements to
monitor and detect market abuse as referred in T itle VI. T hey shall immediately report to their
competent authority any suspicion that there may exist circumstances that indicate that any
market abuse has been committed, is being committed or is likely to be committed.

39
Proposal for a Regulation of the European Parliament and the Council on digital operational resilience for the
financial sector and amending Regulations (EC) No 1060/2009, (EU) No 648/2012, (EU) No 600/2014 and (EU) No
909/2014 - COM(2020)595.
40
Proposal for a Regulation of the European Parliament and the Council on digital operational resilience for the
financial sector and amending Regulations (EC) No 1060/2009, (EU) No 648/2012, (EU) No 600/2014 and (EU) No
909/2014 - COM(2020)595.
41
Proposal for a Regulation of the European Parliament and the Council on digital operational resilience for the
financial sector and amending Regulations (EC) No 1060/2009, (EU) No 648/2012, (EU) No 600/2014 and (EU) No
909/2014 - COM(2020)595.
42
Proposal for a Regulation of the European Parliament and the Council on digital operational resilience for the
financial sector and amending Regulations (EC) No 1060/2009, (EU) No 648/2012, (EU) No 600/2014 and (EU) No
909/2014 - COM(2020)595.

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 9a. Crypto-asset service providers shall have in place systems, procedures and arrangements to
prevent and detect money laundering and terrorist financing in accordance with Directive (EU)
2015/849 on the prevention of the use of financial system for the purposes of money laundering or
terrorist financing.

9b. Crypto-asset service providers which transfer crypto-assets for payment purposes must have
internal control mechanisms and effective procedures for full traceability of all crypto -asset
transfers within the EEA, and of transfers of crypto-assets from the EAA to other regions and from
others regions to the EEA, in accordance with the Regulation ((EU) 847/2015).

9c. As from 1 January 2025, crypto-asset service9c. Crypto-asset providers shall not provide Formatted: Strikethrough
services related in any way, shape, or form to crypto-assets that are based or rely on environmentally
unsustainable consensus mechanisms as defineddo not meet the environmental sustainability
criteria in accordance with Article 3, unless operated at small scale, as defined in Article 33a. In Formatted: Strikethrough
particular, they shall not facilitate the purchase or trading of such crypto-assets and shall not offer Formatted: Strikethrough
custody services for such crypto-assets; . Formatted: Strikethrough

Article 61a.
Know-your-customer policy
1. All crypto-assets service providers shall have in place internal control mechanisms and
effective procedures for the prevention, detection and investigation of money laundering and
terrorist financing and other criminal activities, in accordance with Directive (EU) 2015/849
[th e Fu nds Transfer Regulation].
They shall establish, implement and apply adequate customer due diligence procedures by
identifying and verifying client identity on the basis of documents, data or information obtained
from a reliable and independent source and by identifying the identity of the beneficial owner
and taking reasonable measures to verify that person's identity.
2. The internal control mechanisms and procedures referred to in paragraph 1 shall provide for
enhanced due diligence measures for customers that wish to transfer crypto-assets to or from
unhosted wallets.
3. Crypto-asset service providers shall not have any operation or any controlled entities in a third
country which is listed as a high-risk third country having strategic deficiencies in its national
regime on antimoney laundering and counter terrorist financing, in accordance with Article 9
of Directive (EU) 2015/849 of the European Parliament and of the Council or in a third
country which is listed in Annex I or Annex II of the EU list of noncooperative jurisdictions
for tax purposes, or be controlled by an entity established in any of those jurisdictions.
4. Crypto-asset service providers transferring crypto-assets shall have internal control
mechanisms and effective procedures in place to ensure the full traceability of all transfers of
crypto-assets, which equal or exceed EUR 1 000,and in particular to ensure they comply with
the following obligations:

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 (a) obtain and hold required and accurate information on the originator and the
beneficiary and transmit this information to the crypto-service provider or financial
institution of the beneficiary;
(b) make the information available to the competent authorities upon request;
(c) monitor the availability of information;
(d) take freezing actions, and prohibit transactions with persons and entities included in
the list of persons and entities subject to sanctions or any transfers towards a crypto-
assets service provider included in the EU Register of noncompliant crypto-asset service
providers referred to in Article 61b.
For the purpose of point (a), the required information shall include:
(i) the originator’s name;
(ii) originator’s account number where such an account is used to process the transaction;
(iii) the originator’s physical address, or national identity number, or customer
identification number that uniquely identifies the originator to the ordering institution,
or date and place of birth;
(iv) beneficiary’s name;
(v) beneficiary account number where such an account is used to process the
transaction;
vi) date of the transaction and amount transferred.

Where crypto-asset service providers cannot obtain the information required in accordance
with the paragraph above, they shall refuse to process the transaction.

5. Crypto-assets service providers shall without delay immediately report to the competent
authorities any reasonable suspicion that funds, regardless of the amount involved, are the
proceeds of criminal activity or are related to terrorist financing or other criminal activity,
and provide the competent authority directly, at its request, with all necessary information.

Article 61b
ESMA Register of non-compliant crypto-assets service providers

For the purpose of Article 61a, point (d) of paragraph 3, ESMA shall identify crypto-asset
service providers operating within and outside the EU which do not comply with EU or
international standards for AML/CTF and tax purposes or do not at all times cooperate with
EU law enforcement authorities and which pose significant threats to the financial system of
the Union and the proper functioning of the internal market.
ESMA shall set up and maintain a public register of 'non-compliant crypto-assets service
providers’ and update the register on a regular basis. In order to identify non-compliant crypto-
asset service providers, ESMA shall take into account the following indicators:

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 (a) the crypto-asset service provider has strong deficiencies in relation to customer due
diligence procedures and only requires its clients minimal information, such as an
email address, name and a phone number;
(b) the crypto-asset service provider has not a clear domiciliation in any country;
(c) the crypto-asset service provider is established in a country included in the list of high
risk third countries set out in the Annex to Delegated Regulation (EU) 2016/1675;
(d) the crypto-asset service provider is located in a country included in the EU list of non-
cooperative jurisdictions for tax purposes;
(e) the crypto-asset service provider is a decentralised exchange. Formatted: Font: Times New Roman, Not Double
strikethrough
When drawing up the list, ESMA shall take into account relevant evaluations, assessments or Formatted: Font: Times New Roman, Not Double
reports drawn up by international organisations with competence in the field of preventing strikethrough
money laundering and combating terrorist financing, law enforcement and intelligence
agencies and any information provided by crypto-assets service providers.

Article 62
Information to competent authorities
Crypto-asset service providers shall notify their competent authority of any changes to their management
body and shall provide their competent authority with all the necessary information to assess compliance
with Article 61.

Article 63
S afekeeping of clients’ crypto-assets and funds
1. Crypto-asset service providers that hold crypto-assets belonging to clients or the means of access
to such crypto-assets shall make adequate arrangements to safeguard the ownership rights of
clients, especially in the event of the crypto-asset service provider’s insolvency, and to prevent
the use of a client’s crypto-assets for their on own account except with the client’s express
consent.
2. Where their business models or the crypto-asset services require holding clients’ funds, crypto-
asset service providers shall have adequate arrangements in place to safeguard the rights of
clients and prevent the use of clients’ funds, as defined under Article 4(25) of Directive (EU)
2015/23664 3 , for their own account.
3. Crypto-asset service providers shall, promptly place any client’s funds, with a central bank or a
credit institution or, where the relevant eligibility criteria and conditions for opening an
account are met, a central bank.
(7) Crypto-asset service providers shall take all necessary steps to ensure that the clients’
funds held with a central bank or a credit institution or, where the relevant eligibility criteria
and conditions for opening an account are met, with a central bank, are held in an account or

43
Directive (EU) 2015/2366 of the European Parliament and of the Council of 25 November 2015 on payment services
in the internal market, amending Directives 2002/65/EC, 2009/110/EC and 2013/36/EU and Regulation (EU) No
1093/2010, and repealing Directive 2007/64/EC (OJL 33, 23.12.2015, p.35)

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 accounts separately identifiable from any accounts used to hold funds belonging to the crypto-
asset service provider.
4. Crypto-asset service providers may themselves, or through a third party, provide payment
services related to the crypto-asset service they offer, provided that the crypto-asset service
provider itself, or the third-party, is a payment institution as defined in Article 4, point (4), of
Directive (EU) 2015/2366.
5. P aragraphs 2 and 3 of this Article shall not apply to crypto -asset service providers that are
electronic money institutions as defined in Article 2, point 1 of Directive 2009/110/EC or
payment institutions as defined in Article 4, point (4), of Directive (EU) 2015/2366.

Article 64
Complaint handling procedure
1. Crypto-asset service providers shall establish and maintain effective and transparent procedures
for the prompt, fair and consistent handling of complaints received from clients.
2. Clients shall be able to file complaints with crypto-asset service providers free of charge.
3. Crypto-asset service providers shall develop and make available to clients a template for
complaints and shall keep a record of all complaints received and any measures taken in
response thereof.
4. Crypto-assets service providers shall investigate all complaints in a timely and fair manner, and
within 3 working days after reception of the complaint. The crypto asset service provider shall
notify a reference number of complaint to the client and communicate the outcome of such
investigations to their clients within a reasonable period of time not going beyond 25 working
days.

Article 65
Prevention, identification, management and disclosure of conflicts of interest
1. Crypto-asset service providers shall maintain and operate an effective policy to prevent,
identify, manage and disclose conflicts of interest between themselves and:
(a) their shareholders or any person directly or indirectly linked to them by control;
(b) their managers and employees,
(c) their clients, or between one client and another client.
2. Crypto-asset service providers shall disclose to their clients and potential clients the general
nature and sources of conflicts of interest and the steps taken to mitigate them.
Crypto-asset service providers shall make such disclosures on their website in a prominent place.
3. T he disclosure referred to in paragraph 2 shall be sufficiently precise, taking into account the
nature of each client and to enable each client to take a n informed decision about the service in
the context of which the conflicts of interest arises.
4. Crypto-asset service providers shall assess and at least annually review, their policy on conflicts
of interest and take all appropriate measures to address any deficiencies.

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 Article 66
Ou tsourcing
1. Crypto-asset service providers, that rely on third parties for the performance of operational
functions, take all reasonable steps to avoid additional operational risk. T hey shall remain fully
responsible for discharging all of their obligations under this T itle and shall ensure at all times
that all the following conditions are complied with:
(a) outsourcing does not result in the delegation of the responsibility of the crypto -asset
service providers;
(b) outsourcing does not alter the relationship between the crypto -asset service providers and
their clients, nor the obligations of the crypto-asset service providers towards their clients;
(c) outsourcing does not change the conditions for the authorisation of the crypto -asset
service providers;
(d) third parties involved in the outsourcing cooperate with the competent authority of the
crypto-asset service providers’ home Member State and the outsourcing does not prevent the
exercise of supervisory functions by those competent authorities, including on -site access to
acquire any relevant information needed to fulfil those functions;
(e) crypto-asset service providers retain the expertise and resources necessary for evaluating
the quality of the services provided, for supervising the outsourced services effectively and for
managing the risks associated with the outsourcing on an ongoing basis;
(f) crypto-asset service providers have direct access to the relevant information of the
outsourced services;
(g) crypto-asset service providers ensure that third parties involved in the outsourcing meet
the standards laid down in the relevant data protection law which would apply if the third parties
were established in the Union.

For the purposes of point (g), crypto-asset service providers are responsible for ensuring that the
standards laid down in the relevant data protection legislation are set out in the contract referre d to in
paragraph 3.
2. Crypto-asset service providers shall have a policy on their outsourcing, including on
contingency plans and exit strategies.
3. Crypto-asset service providers shall enter into a written agreement with any third parties
involved in outsourcing. T hat written agreement shall specify the rights and obligations of both
the crypto-asset service providers and of the third parties concerned, and shall allow the crypto-
asset service providers concerned to terminate that agreement.
4. Crypto-asset service providers and third parties shall, upon request, make available to the
competent authorities and the relevant authorities all information necessary to enable those
authorities to assess compliance of the outsourced activities with the requir ements of this T itle.

Article 66a
Orderly wind-down of providers

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 Crypto-asset service providers carrying out one of the services referred to in Articles 67 to 71 shall
have in place a plan that is appropriate to support an orderly wind-down of their activities under
applicable national law, including the continuity or recovery of any critical activities performed by
those service providers or by any-third party entities. That plan shall demonstrate the ability of the
crypto-asset service provider to carry out an orderly wind-down without causing undue economic
harm to its clients or to the stability of the markets of the reserve assets.

Chapte r 3: Obligations for the provis ion of s pecific crypto -asset services
Article 67
Cu stody and administration of crypto-assets on behalf of third parties
1. Crypto-asset service providers that are authorised for the custody and administration on behalf
of third parties shall enter into an agreement with their clients to specify their duties and their
responsibilities. Such agreement shall include at least all the following:
(a) the identity of the parties to the agreement;
(b) the nature of the service provided and a description of that service;
(c) the means of communication between the crypto-asset service provider and the client,
including the client’s authentication system;
(d) a description of the security systems used by the crypto-assets service provider;
(e) fees applied by the crypto-asset service provider;
(f) the law applicable to the agreement.
2. Crypto-asset service providers that are authorised for the custody and administration of crypto-
assets on behalf of third parties shall keep a register of positions, opened in the name of each
client, corresponding to each client’s rights to the crypto-assets. Crypto-asset service providers
shall record as soon as possible, in that register any movements following instructions from their
clients. T heir internal procedures shall ensure that any movement affecting the registration of
the crypto-assets is evidenced by a transaction regularly registered in the client’s position
register.
3. Crypto-asset service providers that are authorised for the custody and administration of crypto-
assets on behalf of third parties shall establish a custody policy with internal rules and
procedures to ensure the safekeeping or the control of such crypto -assets, or the means of access
to the crypto-assets, such as cryptographic keys.
T hose rules and procedures shall ensure that the crypto -asset service provider cannot lose clients’
crypto-assets or the rights related to those assets due to frauds, cyber threats or negligence.
4. Where applicable, crypto-asset service providers that are authorised for the custody and
administration of crypto-assets on behalf of third parties shall facilitate the exercise of the rights
attached to the crypto-assets. Any event likely to create or modify the client’s rights shall be
recorded in the client’s position register as soon as possible.
4a. In the case of forks or others changes to the underlying distributed ledger technology, or any
other event likely to create or modify the client’s rights, the client shall be entitled to any crypto-
assets or any rights newly created on the basis and to the extent of the client’s positions at the time

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 of the event’s occurrence by such change, except when a valid agreement signed with the custodian
pursuant to paragraph 1 prior to the event expressly provides otherwise.
5. Crypto-asset providers that are authorised for the custody and administration of crypto -assets
on behalf of third parties shall provide their clients, at least once every three months and at each
request of the client concerned, with a statement of position of the crypto -assets recorded in the
name of those clients. T hat statement of position shall be made in a durable medium. The
statement of position shall mention the crypto-assets concerned, their balance, their value and
the transfer of crypto-assets made during the period concerned.
Crypto-asset service providers that are authorised for the custody and administration of crypto -assets
on behalf of third parties shall provide their clients as soon as possible with any information
about operations on crypto-assets that require a response from those clients.
6. Crypto-asset service providers that are authorised for the custody and administration of crypto-
assets on behalf of third parties shall ensure that necessary procedures are in place to return
crypto-assets held on behalf of their clients or the means of access to those crypto-assets are
returned as soon as possible to those clients. When it is impossible to return the crypto-asset or
the control over the means of access of those crypto-assets and except in the case of events
not directly or indirectly attributable to the crypto-assets services provider, the crypto-assets
custodian shall compensate its client.
7. Crypto-asset service providers that are authorised for the custody and administration of crypto-
assets on behalf of third parties shall segregate holdings of crypto-assets on behalf of their
clients from their own holdings and ensure that the means of access to the crypto assetsfrom
their clients are clearly identified as such. T hey shall ensure that, on the DLT , their clients’
crypto-assets are held on separate addresses from those on which their own crypto -assets are
held.
8. Crypto-asset service providers that are authorised for the custody and administration of crypto-
assets on behalf of third parties shall be liable not restrict the liability to their clients for the
loss of crypto-assets or of the means of access to the crypto-assets as a result from as a
resulting from an operational incident associate with the provision of the service or the
operation of the service provider or , including malfunction or hacks that are attributed to the
provision of the relevant service and the operation of the service provider. The liability of the
crypto-asset service provider shall be up to the market value of the crypto-assets crypto-asset
lost.

Article 68
Operation of a trading platform for crypto-assets
1. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall lay down operating rules for the trading platform. These operating rules shall
at least:
(a) set the requirements, due diligence and approval processes that are applied before
admitting crypto-assets to the trading platform;
(b) define exclusion categories, if any, which are the types of crypt o-assets that will not be
admitted to trading on the trading platform, if any.

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 (c) set out the policies, procedures and the level of fees, if any, for the admission of trading
of crypto-assets to the trading platform;
(d) set objective and proportionate criteria for participation in the trading activities, which
promote fair and open access to the trading platform for clients willing to trade;
(e) set requirements to ensure fair and orderly trading;
(f) set conditions for crypto-assets to remain accessible for trading, including liquidity
thresholds and periodic disclosure requirements;
(g) set conditions under which trading of crypto-assets can be suspended;
(h) set procedures to ensure efficient settlement of both crypto-asset transactions and fiat
currency transactions.
(ha) (i) set transparent and non-discriminatory rules, based on objective criteria, governing
access to its facility.
For the purposes of point (a), the operating rules shall clearly state that a crypto-asset shall not be
admitted to trading on the trading platform, where a crypto -asset white paper has not been published
unless such a crypto-asset benefits from the exemption set out in Articles 4(2). or where the crypto
asset provider is not connected to an open-real name bank account.
Before admitting a crypto-asset to trading, crypto-asset service providers that are authorised for the
operation of a trading platform for crypto-assets shall ensure that the crypto-asset complies the
operating rules of the trading platform and assess the quality of the crypto -asset concerned. When
assessing the quality of a crypto-asset, the trading platform shall take into account the experience, track
record and reputation of the issuer and its development team. The trading platform shall also assess the
quality of the crypto-assets benefiting from the exemption set out in Articles 4(2).
T he operating rules of the trading platform for crypto -assets shall prevent the admission to trading of
crypto-assets which have inbuilt anonymisation function unless the holders of the crypto -assets and
their transaction history can be identified by the crypto -asset service providers that are authorised for
the operation of a trading platform for crypto-assets or by competent authorities.
2. T hese operating rules referred to in paragraph 1 shall be drafted in one of the official languages
of the home Member States or and in another language that is customary in the sphere of finance
English. T hose operating rules shall be made public on the website of the crypto-asset service
provider concerned.
3. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall not deal on own account on the trading platform for crypto-assets they
operate, even when they are authorised for the exchange of crypto -assets for fiat currency or for
the exchange of crypto-assets for other crypto-assets.
4. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall have in place effective systems, procedures and arrangements to ensure that
their trading systems:
(a) are resilient;
(b) have sufficient capacity to ensure orderly trading under conditions of severe market stress;

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 (c) are able to reject orders that exceed pre-determined volume and price thresholds or are
clearly erroneous;
(d) are fully tested to ensure that conditions under points (a), (b) and (c) are met;
(e) are subject to effective business continuity arrangements to ensure continuity of their
services if there is any failure of the trading system.
5. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall make public any bid and ask prices and the depth of trading interests at those
prices which are advertised for crypto-assets through the systems of the trading platform for
crypto-assets. T he crypto-asset service providers concerns shall make that information available
to the public during the trading hours on a continuous basis.
6. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall make public the price, volume and time of the transactions executed in
respect of crypto-assets traded on their trading platforms. T hey shall make details of all such
transactions public as close to real-time as is technically possible.
7. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall make the information published in accordance with paragraphs 5 and 6
available to the public on a reasonable commercial basis and ensure non -discriminatory access
to that information. T hat information shall be made available free of charge 15 minutes after
publication in a machine readable format and remain published for at least 2 years.
8. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall complete initiate the final settlement of a crypto-asset transaction on the
DLT , in the case of crypto-asset deposit or withdrawal activities only, the same date as the
transactions has been within 72hrs of the transation being executed on the trading platform, or
in the case of transactions settled outside the DLT, on the closing day of the various related
transactions.
9. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall ensure that their fee structures are transparent, fair and non -discriminatory
and that they do not create incentives to place, modify or cancel orders or to execute transactions
in a way that contributes to disorderly trading conditions or market abuse as referred to in T itle
VI.
10. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall maintain resources and have back-up facilities in place to be capable of
reporting to their competent authority at all times.
10a. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets whose annual revenue is above a threshold set by ESMA shall report complete
and accurate details of transactions in crypto-assets traded on its platform to the competent
authority as quickly as possible, and no later than the close of the following working day.
Crypto-asset service providers that are authorised as offerors for the operation of a trading
platform and of certain crypto-assets, shall ensure compliance with publication and audit
requirements as laid down in this Regulation by having a dedicated page on their website
and/or app on the crypto-asset they offer.

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 10b. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets whose annual revenue is below the threshold mentioned in paragraph 12 or 11
shall keep at the disposal of the competent authority, for at least five years, complete and
accurate details of transactions in crypto-assets traded on its platform .
10c. Crypto-asset service providers that are authorised for the operation of a trading platform for
crypto-assets shall keep at the disposal of the competent authority, for at least five years, the
relevant data relating to all orders in crypto-assets which are advertised through their systems.
The records shall contain the relevant data that constitute the characteristics of the order,
including those that link an order with the executed transaction(s) that stems from that order
and the details of which shall be reported or kept at the disposal of the competent authority in
accordance with paragraphs 11 and 12.

Article 69
Exch ange of crypto-assets against fiat currency or exchange of crypto-assets against other
crypto-assets
1. Crypto-asset providers that are authorised for exchanging crypto-assets against fiat currency or
other crypto-assets shall establish a non-discriminatory commercial policy that indicates, in
particular, the type of clients they accept to transact with and the conditions that shall be met by
clients.
2. Crypto-asset service providers that are authorised for exchanging crypto -assets against fiat
currency or other crypto-assets shall publish a firm price of the crypto-assets or a method for
determining the price of the crypto-assets they propose for exchange against fiat currency or
other crypto-assets.
3. Crypto-asset service providers that are authorised for exchanging crypto -assets against fiat
currency or other crypto-assets shall execute the clients' orders at the prices displayed at the time
of their receipt.
4. Crypto-asset service providers that are authorised for exchanging crypto -assets against fiat
currency or other crypto-assets shall publish the details of the orders and the transactions
concluded by them, including transaction volumes and prices.

Article 70
Execu tion of orders for crypto-assets on behalf of third parties
1. Crypto-asset service providers that are authorised to execute orders for crypto -assets on behalf
of third parties shall take all necessary steps to obtain, when executing o rders, the best possible
result for their clients taking into account the best execution factors of price, costs, speed,
likelihood of execution and settlement, size, nature or any other consideration relevant to the
execution of the order, unless the crypto-asset service provider concerned executes orders for
crypto-assets following specific instructions given by its clients.
2. T o ensure compliance with paragraph 2, a crypto-asset service provider that are authorised to
execute orders for crypto-assets on behalf of third parties shall establish and implement effective
execution arrangements. In particular, they shall establish and implement an order execution
policy to allow them to obtain, for their clients’ orders, the best possible result. In particular,
this order execution policy shall provide for the prompt, fair and expeditious execution of

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 clients’ orders and prevent the misuse by the crypto -asset service providers’ employees of any
information relating to clients’ orders.
3. Crypto-asset service providers that are authorised to execute orders for crypto -assets on behalf
of third parties shall provide appropriate and clear information to their clients on their order
execution policy and any significant change to it.
That information shall explain clearly, in sufficient detail and in way that can be easily understood
by clients, how orders will be executed by the crypto-asset service provider for the client. Crypto-asset
service providers shall obtain the prior and informed consent of their clients to the order execution
policy.
Where a bundle of services or products is envisaged pursuant to Article 24(11), the assessment shall
consider whether the overall bundled package is appropriate.
Where the crypto-asset service provider consider, on the basis of the information received under the
first subparagraph, that the product or service is not appropriate tot he client or potential client, the
crypto-asset service provider shall warn the client or potential client. That warning may be provided
in a standardised format. Where clients or potential clients do not provide the information referred
to under the first subparagraph, or where they provide insufficient information regarding their
knowledge and experience, the investment firm shall warn them that the investment firm is not in a
position to determine whether the service or product envisaged is appropriate for them. That warning
may be provided in a standardised format.

Article 71
Pl acing of crypto-assets
1. Crypto-asset service providers that are authorised for placing crypto-assets shall communicate
the following information to the issuer or any third party acting on their behalf, before
concluding a contract with them:
(a) the type of placement considered, including whether a minimum amount of purchase is
guaranteed or not;
(b) an indication of the amount of transaction fees associated with the service for the proposed
operation;
(c) the considered timing, process and price for the proposed operation;
(d) information about the targeted purchasers.
Crypto-asset service providers that are authorised for placing crypto-assets shall, before placing
the crypto-assets concerned shall obtain the agreement of the issuers or any third party acting
on their behalf as regards points (a) to (d).
2. T he rules on conflicts of interest referred to in Article 65 shall have specific and adequate
procedures in place to prevent, monitor, manage and potentially disclose any conflicts of interest
arising from the following situations:
(a) the crypto-asset service providers place the crypto-assets with their own clients;
(b) the proposed price for placing crypto-assets has been overestimated or underestimated.

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 Article 72
Reception and transmission of orders on behalf of third parties
1. Crypto-asset service providers that are authorised for the provision of the reception and
transmission of orders on behalf of third parties shall establish and implement procedures and
arrangements which provide for the prompt and proper transmission of client’s orders for
execution on a trading platform for crypto-assets or to another crypto-asset service provider.
2. Crypto-asset service providers that are authorised for the provision of the reception and
transmission of orders on behalf of third parties shall not receive any remuneration, discount or
non-monetary benefit for routing clients’ orders received from clien ts to a particular trading
platform for crypto-assets or to another crypto-asset service provider.
3. Crypto-asset service providers that are authorised for the provision of the reception and
transmission of orders on behalf of third parties shall not misuse information relating to pending
clients’ orders, and shall take all reasonable steps to prevent the misuse of such information by
any of their employees.

Article 73
Advice on crypto-assets
1. Crypto-asset service providers that are authorised to provide advice on crypto-assets or
portfolio management of crypto-assets shall assess the compatibility suitability and
appropriateness of such crypto-assets and services with the needs requirements, preferences
and specific situation of the clients client or potential client and recommend provide them
only when this is in the interest of the clients. they are suitable for the client or potential client
and, in particular, are in accordance with his or her risk tolerance and ability to bear losses.
1a. Crypto-asset service providers that are authorised to provide advice on crypto -assets or
portfolio management of crypto shall not accept and retain fees, commissions or any monetary or
nonmonetary benefits paid or provided by an issuer or any third party or a person acting on behalf
of a third party in relation to the provision of the service to their clients.
Crypto-asset service providers that are authorised to provide advice on crypto -assets shall in
good time before providing advice on crypto-assets inform potential clients:
(a) whether or not the advice is provided on an independent basis;
(b) whether the advice is based on a broad or on a more restricted analysis of different
crypto-assets and, in particular, whether the range is limited to crypto-assets issued or offered by
entities having close links with the crypto-asset service provider or any other legal or economic
relationships, such as contractual relationships, so close as to pose a risk of impairing the
independent basis of the advice provided;
Crypto-asset service providers shall also provide potential clients with information on all
costs and associated charges, including the cost of advice, where relevant, the cost of crypto -
assets recommended or marketed to the client and how the client may pay for it, also
encompassing any third-party payments.
2. Crypto-asset service providers that are authorised to provide advice on crypto -assets shall ensure
that natural persons giving advice or information about crypto-assets or a crypto-asset service
on their behalf possess the necessary knowledge and experience to fulfil their obligations.

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 3. For the purposes of the assessment referred to in paragraph 1, crypto -asset service providers that
are authorised to provide advice on crypt o-assets or portfolio management of crypto-assets
shall request information about obtain from the client or prospective client’s knowledge of,
potential client the information referred to in Article73a (2) so as to enable the crypto -asset
service provider to provide to the client or prospective client the services and experience in
crypto-assets, objectives, financial situation including the that are suitable for him or her and,
in particular, are in accordance with his risk tolorance and ability to bear losses and a basic
understanding of risks involved in purchasing.
Crypto-asset service providers that are authorised to provide advice on crypto -assets or portfolio
management of crypto-assets shall warn clients that:
(a) due to their tradability, the value of crypto-assets may fluctuate;
(b) the crypto-assets may be subject to full or partial losses;
(c) the crypto-assets may not always be transferable;
(d) the crypto-assets may not be liquid;
(e) where applicable, public protection of schemes protecting the value of crypto assets and public
compensation schemes do not exist and crypto-assets are not covered by public investor
compensation or deposit guarantee schemes.

4. Crypto-asset service providers that are authorised to provide advice on crypto-assets shall
establish, maintain and implement policies and procedures to enable them to collect and assess
all information necessary to conduct this assessment for each client. They shall take reasonable
steps to ensure that the information collected about their clients or prospective clients is reliable.
5. Where clients do not provide the information required pursuant to paragraph 4, or where crypto-
asset service providers that are authorised to provide advice on crypto -assets consider, on the
basis of the information received under paragraph 4, that the prospective clients or clients have
insufficient knowledge, crypto-asset service providers that are authorised to provide advice on
crypto-assets shall inform those clients or prospective clients t hat the crypto-assets or crypto-
asset services may be inappropriate for them and issue them a warning on the risks associated
with crypto-assets. T hat risk warning shall clearly state the risk of losing the entirety of the
money invested or converted into crypto-assets. Clients shall expressly acknowledge that they
have received and understood the warning issued by the crypto -asset service provider
concerned.
6. Crypto-asset service providers that are authorised to provide advice on crypto -assets shall for
each client review the assessment referred to in paragraph 1 every two years after the initial
assessment made in accordance with that paragraph.
7. Once the assessment referred to in paragraph 1 has been performed, crypto -asset service
providers that are authorised to provide advice on crypto -assets shall provide clients with a
report summarising the advice given to those clients. T hat report shall be made and
communicated to the clients in a durable medium. T hat report shall, as a minimum:
(a) specify the clients’ demands and needs;
(b) provide an outline of the advice given.

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 Chapte r 4: Acquis ition of crypto-asset service provide rs
Article 74
Assessment of intended acquisitions of crypto-asset service providers
1. Any natural or legal person or such persons acting in concert (the ‘proposed acquirer’), who
have taken a decision either to acquire, directly or indirectly, a qualifying holding in a crypto-
asset service provider or to further increase, directly or indirectly, such a qualifying holding in
a crypto-asset service provider so that the proportion of the voting rights or of the capital held
would reach or exceed 10 %, 20 %, 30 % or 50 % or so that the crypto-asset service provider
would become its subsidiary (the ‘proposed acquisition’), shall notify the competent authority
of that crypto-asset service provider thereof in writing indicating the size of the intended holding
and the information required by the regulatory technical standards adopted by the Commission
in accordance with Article 75(4).
2. Any natural or legal person who has taken a decision to dispose, directly or indirectly, of a
qualifying holding in a crypto-asset service provider (the ‘ proposed vendor’) shall first notify
the competent authority in writing thereof, indicating the size of such holding. Such a person
shall likewise notify the competent authority where it has taken a decision to reduce a qualifying
holding so that the proportion of the voting rights or of the capital held would fall below 10 %,
20 %, 30 % or 50 % or so that the crypto-asset service provider would cease to be that person’s
subsidiary.
3. Competent authorities shall, promptly and in any event within two working days following
receipt of the notification required under paragraph 1 acknowledge receipt thereof in writing to
the proposed acquirer.
4. Competent authorities shall assess the intended acquisition referred to in paragraph 1 and the
information required by the regulatory technical standards adopted by the Commission in
accordance with Article 75(4), within sixty working days from the date of the written
acknowledgement of receipt referred to in paragraph 3.
When acknowledging receipt of the notification, competent authorities shall inform the persons referred
to in paragraph 1 of the date on which the assessment will be finalised.
5. When performing the assessment referred to in paragraph 4, first subparagraph, competent
authorities may request from the persons referred to in paragraph 1 any additional information
that is necessary to complete that assessment. Such request shall be made before the assessment
is finalised, and in any case no later than on the 50th working day from the date of t he written
acknowledgement of receipt referred to in paragraph 3. Such requests shall be made in writing
and shall specify the additional information needed.
Competent authorities shall halt the assessment referred to in paragraph 4, first subparagraph,
until they have received the additional information referred to in the first subparagraph of this
paragraph, but for no longer than 20 working days. Any further requests by competent authorities for
additional information or for clarification of the information received shall not result in an additional
interruption of the assessment.
Competent authority may extend the interruption referred to in the second subparagraph of this
paragraph up to 30 working days where the persons referred to in paragraph 1 are situated or regulated
outside the Union.

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 6. Competent authorities that, upon completion of the assessment, decide to oppose the intended
acquisition referred to in paragraph 1 shall notify the persons referred to in paragraph 1 thereof
within two working days, but before the date referred to in paragraph 4, second subparagraph,
extended, where applicable, in accordance with paragraph 5, second and third subparagraph.
T hat notification shall provide the reasons for that decision.
7. Where competent authorities do not oppose the intended acquisition referred to in paragraph 1
before the date referred to in paragraph 4, second subparagraph, extended, where applicable, in
accordance with paragraph 5, second and third subparagraph, the intended acquisition or
intended disposal shall be deemed to be approved.
8. Competent authority may set a maximum period for concluding the intended acquisition referred
to in paragraph 1, and extend that maximum period where appropriate.

Article 75
Content of the assessment of intended acquisitions of crypto-asset service providers
1. When performing the assessment referred to in Article 74(4), competent authorities shall
appraise the suitability of the persons referred to in Article 74(1) and the financial soundness of
intended acquisition against all of the following criteria:
(a) the reputation of the persons referred to in Article 74(1);
(b) the reputation and experience of any person who will direct the business of the crypto-
asset service provider as a result of the intended acquisition or disposal;
(c) the financial soundness of the persons referred to in Article 74(1), in particular in relation
to the type of business pursued and envisaged in the crypto-asset service provider in which the
acquisition is intended;
(d) whether the crypto-asset service provider will be able to comply and continue to comply
with the provisions of this T itle;
(e) whether there are reasonable grounds to suspect that, in connection with the intended
acquisition, money laundering or terrorist financing within the meaning of Article 1 of Directive
(EU) 2015/849/EC is being or has been committed or attempted, or that the intended acquisition
could increase the risk thereof.
2. Competent authorities may oppose the intended acquisition only where there are reasonable
grounds for doing so on the basis of the criteria set out in paragraph 1 or where the information
provided in accordance with Article 74(4) is incomplete or false.
3. Member States shall not impose any prior conditions in respect of the le vel of holding that must
be acquired nor allow their competent authorities to examine the proposed acquisition in terms
of the economic needs of the market.
4. ESMA, in close cooperation with the EBA, shall develop draft regulatory technical standards to
establish an exhaustive list of information that is necessary to carry out the assessment referred
to in Article 74(4), first subparagraph and that shall be provided to the competent authorities at
the time of the notification referred to in Article 74(1). T he information required shall be
relevant for a prudential assessment, be proportionate and be adapted to the nature of the persons
and the intended acquisition referred to in Article 74(1).

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 ESMA shall submit those draft regulatory technical standards to the Commission by [please insert date
12 months after the entry into force of this Regulation].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in the first
subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1095/2010.

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 Compromise H: TITLE VI: Prevention of Market Abuse involving crypto-assets (Articles 76 -
80)
Covering AMs 966-991, AMs fall if compromise is adopted

Article 76
S cope of the rules on market abuse
T he prohibitions and requirements laid down in this T itle shall apply to acts carried out by any person
and that concern crypto-assets that are admitted to trading on a trading platform for crypto -assets operated
by an authorised crypto-asset service provider, or for which a request for admission to trading on such a
trading platform has been made.

Article 77
Disclosure of inside information
1. Issuers and offerors of crypto-assets shall inform the public as soon as possible of inside
information which concerns them, in a manner that enables the public to access that information
in an easy manner and to assess that information in a complete, correct and timely manner.
2. Issuers and offerors of crypto-assets may, on their own responsibility, delay disclosure to the
public of inside information provided that all of the following conditions are met:
(a) immediate disclosure is likely to prejudice the legitimate interests of the issuers or
offerors, as applicable;
(b) delay of disclosure is not likely to mislead the public;
(c) the issuers or the offerors, as applicable are able to ensure the confidentiality of that
information.

Article 78
Proh ibition of insider dealing
1. No person shall use inside information about crypto-assets to acquire those crypto-assets, or to
dispose of those crypto-assets, either directly or indirectly and either for his or her own account
or for the account of a third party.
2. No person that possesses inside information about crypto -assets shall:
(a) recommend, on the basis of that inside information, that another person acquires those
crypto-assets or disposes of those crypto-assets to which that information relates, or
induce that person to make such an acquisition or disposal;
(b) recommend, on the basis of that inside information, that another person cancels or amends
an order concerning those crypto-assets, or induce that person to make such a cancellation
or amendment.

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 Article 79
Proh ibition of u nlawful disclosure of inside information
No person that possesses inside information shall disclose such information to any other person, except
where such disclosure is made in the normal exercise of an employment, a profession or duties.

Article 80
Proh ibition of market manipulation
1. No person shall engage into market manipulation which shall include any of the following
activities:
(a) unless the person entering into a transaction, placing an order to trade or engaging in any
other behaviour establishes that such transaction, order or behaviour has been carried out
for legitimate reasons, entering into a transaction, placing an order to trade or any other
behaviour which:
i) gives, or is likely to give, false or misleading signals as to the supply of, demand
for, or price of, a crypto-asset;
ii) sets, or is likely to set, the price of one or several crypto -assets at an abnormal or
artificial level.
(b) entering into a transaction, placing an order to trade or any other activity or behaviour
which affects or is likely to affect the price of one or several crypto-assets, while
employing a fictitious device or any other form of deception or contrivance;
(c) disseminating information through the media, including the internet and social
networks,or by any other means, which gives, or is likely to give, false or misleading
signals as to the supply of, demand for, or price of a crypto -asset, or is likely to secure,
the price of one or several crypto-assets, at an abnormal or artificial level, including the
dissemination of rumours, where the person who made the dissemination knew, or ought
to have known, that the information was false or misleading.
2. T he following behaviour shall, inter alia, be considered as market manipulation:
(a) securing a dominant position over the supply of or demand for a crypto-asset, which has,
or is likely to have, the effect of fixing, directly or indirectly, purchase or sale prices or
creates, or is likely to create, other unfair trading conditions;
(b) the placing of orders to a trading platform for crypto-assets, including any cancellation or
modification thereof, by any available means of trading, and which has one of the effects
referred to in paragraph 1(a), by:
i) disrupting or delaying the functioning of the trading platform for crypto -assets or
engaging into any activities that are likely to have that effect;
ii) making it more difficult for other persons to identify genuine orders on the trading
platform for crypto-assets or engaging into any activities that are likely to have that
effect, including by entering orders which result in the destabilisation of the normal
functioning of the trading platform for crypto-assets;

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 iii) creating a false or misleading signal about the supply of, or demand for, or price of,
a crypto-asset, in particular by entering orders to initiate or exacerbate a trend, or
engaging into any activities that are likely to have that effect;
(c) taking advantage of occasional or regular access to the traditional or electronic media by
voicing an opinion about a crypto-asset, while having previously taken positions on that
crypto-asset, and profiting subsequently from the impact of the opinions voiced on the
price of that crypto-asset, without having simultaneously disclosed that conflict of interest
to the public in a proper and effective way.

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 Compromise I: Titl e VII: competent Authorities, the EBA and ES MA (Articles 81-120) and Titl e
VIII: Delegated acts and implementing acts (Article 121)
Covering AMs 992-1005, 1007-1015, 1021, 1023, 1025, 1028, 1037-1039, 1041, 1044, 1051-1053,
1093, 1106, AMs fall if compromise is adopted

Chapte r 1: Powe rs of competent authoritie s and cooperation be tween

compe tent authorities, the EBA and ESMA
Article 81
Competent authorities
1. Member States shall designate the competent authorities responsible for carrying out the
functions and duties provided for in this Regulation and shall inform the EBA and ESMA
thereof.
2. Where Member States designate more than one competent authority pursuant to paragraph 1,
they shall determine their respective tasks and designate one of them as a single point of contact
for cross-border administrative cooperation between competent authorities as well as with the
EBA and ESMA.
3. ESMA shall publish on its website a list of the competent authorities designated in accordance
with paragraph 1.

Article 82
Powers of competent authorities
1. In order to fulfil their duties under T itles II, III, IV and V of this Regulation, ESMA, EBA and
the national competent authorities shall have, in accordance with national law, at least the
following supervisory and investigative powers:
(a) to require crypto-asset service providers and the natural or legal persons that control them
or are controlled by them, to provide information and documents; where there are reasonable
grounds for believing that the information and documents provided are not in line with this
Regulation, the competent authority may require crypto-asset service providers and the
natural or legal persons who control them, or who are controleled by them, to amend the
information and documents or to produce new ones, within one month of the request;
(b) to require members of the management body of t he crypto-asset service providers to
provide information; where there are reasonable grounds for believing that the information
provided is not in line with this Regulation, the competent authority may require the members
of the management body of the crypto-asset service providers to amend the information and
documents or to produce new ones, within one month of the request;
(c) to suspend, or to require a crypto-asset service provider to suspend, the provision of
crypto-asset service for a maximum of 10 consecutive working days on any single occasion
where there are reasonable grounds for believing that this Regulation has been infringed;

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 (d) to prohibit the provision of crypto-asset services where they find that this Regulation has
been infringed;
(e) to disclose, or to require a crypto-asset servicer provider to disclose, all material
information which may have an effect on the provision of the crypto -asset services in order to
ensure consumer protection or the smooth operation of the market;
(f) to make public the fact that a crypto-asset service provider is failing to comply with its
obligations;
(g) to suspend, or to require a crypto-asset service provider to suspend the provision of crypto-
asset services where the competent authorities consider th at the crypto-asset service provider’s
situation is such that the provision of the crypto -asset service would be detrimental to
consumers’ interests;
(h) to transfer existing contracts to another crypto -asset service provider in cases where a
crypto-asset service provider’s authorisation is withdrawn in accordance with Article 56, subject
to the agreement of the clients and the receiving crypto-asset service provider;
(i) where there is a reason to assume that a person is providing a crypto-asset service without
authorisation, to require information and documents from that person;
(j) where there is a reason to assume that a person is issuing asset -referenced tokens or e-
money tokens without authorisation, to require information and documents from that per son;
(k) in urgent cases, where there is a reason to assume that a person is providing crypto -asset
services without authorisation, to order the immediate cessation of the activity without prior
warning or imposition of a deadline;
(l) to require issuers of crypto-assets, including asset-referenced tokens and e-money tokens,
or persons asking for admission to trading on a trading platform for crypto -assets, and the
persons that control them or are controlled by them, to provide information and documents;
(m) to require members of the management body of the issuer of crypto -assets, including
asset-referenced tokens and e-money tokens, or person asking for admission of such crypto-
assets to trading on a trading platform for crypto -assets to provide information;
(n) to require issuers of crypto-assets, including asset-referenced tokens and e-money tokens,
to include additional information in their crypto-asset white papers, where necessary for
consumer protection or financial stability;
(o) to suspend an offer to the public of crypto-assets, including asset-referenced tokens or e-
money tokens, or an admission to trading on a trading platform for crypto-assets for a maximum
of 10 consecutive working days on any single occasion where there are reasonable grounds for
suspecting that this Regulation has been infringed;
(p) to prohibit an offer to the public of crypto-assets, including asset-referenced tokens or e-
money tokens, or an admission to trading on a trading platform for crypto -assets where they
find that this Regulation has been infringed or where there are reasonable grounds for suspecting
that it would be infringed;
(q) to suspend or require a trading platform for crypto-assets to suspend trading of the crypto-
assets, including asset-referenced tokens or e-money tokens, for a maximum of 10 consecutive

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 working days on any single occasion where there are reasonable grounds for believing that this
Regulation has been infringed;
(r) to prohibit trading of crypto-assets, including asset-referenced tokens or e-money tokens,
on a trading platform for crypto-assets where they find that this Regulation has been infringed;
(s) to make public the fact that an issuer of crypto -assets, including an issuer of asset -
referenced tokens or e-money tokens, or a person asking for admission to trading on a trading
platform for crypto-assets is failing to comply with its obligations;
(t) to disclose, or to require the issuer of crypto-assets, including an issuer of asset-referenced
tokens or e-money tokens, to disclose, all material information which may have an effect on the
assessment of the crypto-assets offered to the public or admitted to trading on a trading platform
for crypto-assets in order to ensure consumer protection or the smooth operation of the market;
(u) to suspend or require the relevant trading platform for crypto-assets to suspend the crypto-
assets, including asset-referenced tokens or e-money tokens, from trading where it considers
that the issuer’s situation is such that trading would be detrimental to consume rs’ interests;
(v) in urgent cases, where there is a reason to assume that a person is issuing asset -referenced
tokens or e-money tokens without authorisation or a person is issuing crypto -assets without a
crypto-asset white paper notified in accordance with Article 7, to order the immediate cessation
of the activity without prior warning or imposition of a deadline;
(w) to require the temporary cessation of any practice that the competent authority considers
contrary to this Regulation;
(x) to carry out on-site inspections or investigations at sites other than the private residences
of natural persons, and for that purpose to enter premises in order to access documents and other
data in any form, where a reasonable suspicion exists that documents and other data related to
the subject-matter of the inspection or investigation may be relevant to prove an infringement
of this Regulation.
Supervisory and investigative powers exercised in relation to e -money token issuers are without
prejudice to powers granted to relevant competent authorities under national laws transposing Directive
2009/110/EC.
2. In order to fulfil their duties under T itle VI of this Regulation, competent authorities shall have,
in accordance with national law, at least the following superv isory and investigatory powers in
addition to powers referred to in paragraph 1:
(a) to access any document and data in any form, and to receive or take a copy thereof;
(b) to require or demand information from any person, including those who are successively
involved in the transmission of orders or conduct of the operations concerned, as well as their
principals, and if necessary, to summon and question any such person with a view to obtain
information;
(c) to enter the premises of natural and legal persons in order to seize documents and data in
any form where a reasonable suspicion exists that documents or data relating to the subject
matter of the inspection or investigation may be relevant to prove a case of insider dealing or
market manipulation infringing this Regulation;
(d) to refer matters for criminal investigation;

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 (e) to require, insofar as permitted by national law, existing data traffic records held by a
telecommunications operator, where there is a reasonable suspicion of an infringement and
where such records may be relevant to the investigation of an infringement of Articles 77, 78,
79 and 80;
(f) to request the freezing or sequestration of assets, or both;
(g) to impose a temporary prohibition on the exercise of professional activity;
(h) to take all necessary measures to ensure that the public is correctly informed, inter alia,
by correcting false or misleading disclosed information, including by requiring an issuer of
crypto-assets or other person who has published or disseminated false or misleading information
to publish a corrective statement.
3. Where necessary under national law, the competent authority may ask the relevant judicial
authority to decide on the use of the powers referred to in paragraphs 1 and 2.
4. Competent authorities shall exercise their functions and powers referred to in paragraphs 1 and
2 in any of the following ways:
(a) directly;
(b) in collaboration with other authorities;
(c) under their responsibility by delegation to such authorities;
(d) by application to the competent judicial authorities.
5. Member States shall ensure that appropriate measures are in place so that competent authorities
have all the supervisory and investigatory powers that are necessary to fulfil their duties.
6. A person making information available to the competent authority in accordance with this
Regulation shall not be considered to be infringing any restriction on disclosure of information
imposed by contract or by any legislative, regulatory or administrative provision, a nd shall not
be subject to liability of any kind related to such notification.

Article 83
Cooperation between competent authorities
1. Competent authorities shall cooperate with each other for the purposes of this Regulation. They
shall exchange information without undue delay and cooperate in investigation, supervision and
enforcement activities.
Where Member States have chosen, in accordance with Article 92(1), to lay down criminal penalties
for an infringement of this Regulation, they shall ensure that appropriate measures are in place so that
competent authorities have all the necessary powers to liaise with judicial, prosecuting, or criminal
justice authorities within their jurisdiction to receive specific information related to criminal
investigations or proceedings commenced for infringements of this Regulation and to provide the same
information to other competent authorities as well as to the EBA and ESMA, in order to fulfil their
obligation to cooperate for the purposes of this Regulation.
2. A competent authority may refuse to act on a request for information or a request to cooperate
with an investigation only in any of the following exceptional circumstances:

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 (a) where complying with the request is likely to adversely affect its own inve stigation,
enforcement activities or a criminal investigation;
(b) where judicial proceedings have already been initiated in respect of the same actions and
against the same natural or legal persons before the authorities of the Member State addressed;
(c) where a final judgment has already been delivered in relation to such natural or legal
persons for the same actions in the Member State addressed.
3. Competent authorities shall, on request, without undue delay supply any information required
for the purposes of this Regulation.
4. A competent authority may request assistance from the competent authority of another Member
State with regard to on-site inspections or investigations.
Where a competent authority receives a request from a competent authority of another Member State
to carry out an on-site inspection or an investigation, it may take any of the following actions:
(a) carry out the on-site inspection or investigation itself;
(b) allow the competent authority which submitted the request to participa te in an on-site
inspection or investigation;
(c) allow the competent authority which submitted the request to carry out the on -site
inspection or investigation itself;
(d) share specific tasks related to supervisory activities with the other competent aut horities.
5. T he competent authorities may refer to ESMA in situations where a request for cooperation, in
particular to exchange information, has been rejected or has not been acted upon within a
reasonable time.
Without prejudice to Article 258 T FEU, ESMA may, in such situations, act in accordance with the
power conferred on it under Article 19 of Regulation (EU) No 1095/2010.
6. By derogation to paragraph 5, the competent authorities may refer to the EBA in situations
where a request for cooperation, in particular to exchange information, concerning an issuer of
asset-referenced tokens or e-money tokens, or crypto-asset services related to asset -referenced
tokens or e-money tokens, has been rejected or has not been acted upon within a reasonable
time.
Without prejudice to Article 258 T FEU, the EBA may, in such situations, act in accordance with the
power conferred on it under Article 19 of Regulation (EU) No 1093/2010.
7. Competent authorities shall closely coordinate their supervision in order to iden tify and remedy
infringements of this Regulation, develop and promote best practices, facilitate collaboration,
foster consistency of interpretation, and provide cross-jurisdictional assessments in the event of
any disagreements.
For the purpose of the first sub-paragraph, the EBA and ESMA shall fulfil a coordination role between
competent authorities and across colleges as referred to in Articles 99 and 101 with a view of building
a common supervisory culture and consistent supervisory practices, ensuring uniform procedures and
consistent approaches, and strengthening consistency in supervisory outcomes, especially with regard
to supervisory areas which have a cross-border dimension or a possible cross-border impact.

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 8. Where a competent authority finds that any of the requirements under this Regulation has not
been met or has reason to believe that to be the case, it shall inform the competent authority of
the entity or entities suspected of such infringement of its findings in a sufficiently detailed
manner.
9. ESMA, after consultation of the EBA, shall develop draft regulatory technical standards to
specify the information to be exchanged between competent authorities in accordance with
paragraph 1.
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in the first
subparagraph of this paragraph in accordance with Articles 10 to 14 of Regulation (EU) No 1095/2010.
ESMA shall submit those draft regulatory technical standards to the Commission by … [please insert
date 12 months after entry into force].
10. ESMA, after consultation of the EBA, shall develop draft implementing technical standards to
establish standard forms, templates and procedures for the cooperation and exchange of
information between competent authorities.
P ower is conferred on the Commission to adopt the implementing technical standards referred to in the
first subparagraph of this paragraph in accordance with Article 15 of Regulation (EU) No 1095/2010.
ESMA shall submit those draft implementing technical standards to the Commission by … [please
insert date 12 months after the date of entry into force].

Article 84
Cooperation with the EBA and ES MA
1. For the purpose of this Regulation, the competent authorities shall cooperate closely with ESMA
in accordance with Regulation (EU) No 1095/2010 and with the EBA in accordance with
Regulation (EU) No 1093/2010. They shall exchange information in order to carry out their
duties under this Chapter and Chapter 2 of this T itle.
2. A requesting competent authority shall inform the EBA and ESMA of any request referred to in
the Article 83(4).
In the case of an on-site inspection or investigation with cross-border effect, ESMA shall, where
requested to do so by one of the competent authorities, coordinate th e inspection or investigation. Where
the on-site inspection or investigation with cross-border effects concerns an issuer of asset -referenced
tokens or e-money tokens, or crypto-asset services related to asset -referenced tokens or e-money tokens,
the EBA where requested to do so by one of the competent authorities, coordinate the inspection or
investigation.
3. T he competent authorities shall without delay provide the EBA and ESMA with all information
necessary to carry out their duties, in accordance with Article 35 of Regulation (EU) No
1093/2010 and Article 35 of Regulation (EU) No 1095/2010 respectively.
4. In order to ensure uniform conditions of application of this Article, ESMA, in close cooperation
with the EBA, shall develop draft implementing technical standards to establish standard forms,
templates and procedures for the cooperation and exchange of information between competent
authorities and with the EBA and ESMA.

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 ESMA shall submit those draft implementing technical standards to the Commission by ... [please
insert date 12 months after the date of entry into force].
P ower is conferred on the Commission to adopt the implementing technical standards referred to in the
first subparagraph of this paragraph in accordance with Article 15 of Regulation (EU) No 1095/2010.

Article 85
Cooperation with other authorities
Where an issuer of crypto-assets, including asset-referenced tokens or e-money tokens, or a crypto-asset
service provider engages in activities other than those covered by this Regulation, the competent
authorities shall cooperate with the authorities responsible for the supervision or oversight of such other
activities as provided for in the relevant Union or national law, including tax authorities.

Article 86
Notification duties
Member States shall notify the laws, regulations and administrative provisions implementing this T itle,
including any relevant criminal law provisions, to the Commission, the EBA and ESMA by… [please
insert date 12 months after the date of entry into force]. Member States shall notify the Commission and
ESMA without undue delay of any subsequent amendments thereto.
Article 87
Professional secrecy
1. All information exchanged between the competent authorities under this Regulation that
concerns business or operational conditions and other economic or personal affairs shall be
considered to be confidential and shall be subject to the requirements of professional secrecy,
except where the competent authority states at the time of communication that such information
is permitted to be disclosed or such disclosure is necessary for legal proceedings.
2. T he obligation of professional secrecy shall apply to all natural or legal persons who work or
who have worked for the competent authorities. Information covered by professional secrecy
may not be disclosed to any other natural or legal person or authority except by virtue of
provisions laid down by Union or national law.

Article 88
Data protection
With regard to the processing of personal data within the scope of this Regulation, competent authorities
shall carry out their tasks for the purposes of this Regulation in accordance with Regulation (EU)
2016/679 4 4 .
With regard to the processing of personal data by the EBA and ESMA within the scope of this Regulation,
it shall comply with Regulation (EU) 2018/1725 4 5 .

44
Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of
natural persons with regard to the processing of personal data and on the free movement of such data, and repealing
Directive 95/46/EC (General Data Protection Regulation) (OJ L 119, 4.5.2016, p. 1)
45
Regulation (EU) 2018/1725 of the European Parliament and of the Council of 23 October 2018 on the protection of
natural persons with regard to the processing of personal data by the Union institutions, bodies, offices and agencies

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 Article 89
Precautionary measures
1. Where the competent authority of a host Member State has clear and demonstrable grounds for
believing that irregularities have been committed by a crypto -asset service provider or by an
issuer of crypto-assets, including asset-referenced tokens or e-money tokens, it shall notify the
competent authority of the home Member State and ESMA thereof.
(8) Where the irregularities concerns an issuer of asset -referenced tokens or e-money tokens,
or a crypto-asset service related to asset -referenced tokens or e-money tokens, the competent
authorities of the host Member States shall also notify the EBA.
2. Where, despite the measures taken by the competent authority of the home Member State, the
crypto-asset service provider or the issuer of crypto-assets persists in infringing this Regulation,
the competent authority of the host Member State, after informing t he competent authority of
the home Member State, ESMA and where appropriate the EBA, shall take all appropriate
measures in order to protect consumers and shall inform the Commission, ESMA and where
appropriate the EBA, thereof without undue delay.
3. Where a competent authority disagrees with any of the measures taken by another competent
authority pursuant to paragraph 2 of this Article, it may bring the matter to the attention of
ESMA. ESMA may act in accordance with the powers conferred on it under Article 19 of
Regulation (EU) No 1095/2010.
(9) By derogation to the first subparagraph, where the measures concerns an issuer of asset -
referenced tokens or e-money tokens, or a crypto-asset service related to asset -referenced tokens
or e-money tokens, the competent authority may bring the matter to the attention of the EBA.
T he EBA may act in accordance with the powers conferred on it under Article 19 of Regulation
(EU) No 1093/2010.

Article 90
Cooperation with third countries
1. T he competent authorities of Member States shall, where necessary, conclude cooperation
arrangements with supervisory authorities of third countries concerning the exchange of
information with supervisory authorities in third countries and the enforcement of obligations
arising under this Regulation in third countries. T hose cooperation arrangements shall ensure at
least an efficient exchange of information that allows the competent authorities to carry out their
duties under this Regulation.
A competent authority shall inform the EBA, ESM A and the other competent authorities where it
proposes to enter into such an arrangement.
2. ESMA, in close cooperation with the EBA, shall, where possible, facilitate and coordinate the
development of cooperation arrangements between the competent authorities and the relevant
supervisory authorities of third countries.

and on the free movement of such data, and repealing Regulation (EC) No 45/2001 and Decision No 1247/2002/EC
(Text with EEA relevance) OJ L 295, 21.11.2018, p. 39–98

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 ESMA, in close cooperation with the EBA, shall develop draft regulatory technical standards containing
a template document for cooperation arrangements that are to be used by competent auth orities of
Member States where possible.
ESMA shall submit those draft regulatory technical standards to the Commission by [please insert date
12 months after entry into force].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in the
second subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1095/2010.
3. ESMA, in close cooperation with EBA, shall also, where possible, facilitate and coordinate the
exchange between competent authorities of information obtained from supervisory authorities
of third countries that may be relevant to the taking of measures under Chapter 2.
4. T he competent authorities shall conclude cooperation arrangements on exchange of information
with the supervisory authorities of third countries only where the information disclosed is
subject to guarantees of professional secrecy which are at least equivalent to those set out in
Article 87. Such exchange of information shall be intended for the performance of the tasks of
those competent authorities.

Article 91
Complaint handling by competent authorities
1. Competent authorities shall set up procedures which allow clients and other interested parties,
including consumer associations, to submit complaints to the competent authorities with regard
to issuer of crypto-assets, including asset-referenced tokens or e-money tokens, and crypto-asset
service providers’ alleged infringements of this Regulation. In all cases, complaints should be
accepted in written or electronic form and in an official language of the Member State in which
the complaint is submitted or in a language accepted by the competent authorities of that
Member State.
2. Information on the complaints procedures referred to in paragraph 1 shall be made available on
the website of each competent authority and communicated to the EBA and ESMA. ESMA shall
publish the references to the complaints procedures related sections of the websites of the
competent authorities in its crypto-asset register referred to in Article 57.

Chapte r 2: adminis trative me asures and s anctions by compe tent

authoritie s
Article 92
Administrative sanctions and other administrative measures
1. Without prejudice to any criminal sanctions and without prejudice to the supervisory powers of
competent authorities under Article 82, Member States shall, in accordance with national law,
provide for competent authorities to have the power to take appropriate administrative sanctions
and other administrative measures in relation to at least the following infringements:
(a) infringements of Articles 4 to 14;
(b) infringements of Articles 15 to 17 and 21, Articles 23 to 36 37 and Article 42;
(c) infringements of Articles 43 to 49, except Article 47;

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 (d) infringements of Article 56 and Articles 58 to 7374 ;
(e) infringements of Articles 76 to 80;
(f) failure to cooperate or to comply with an investigation, with an inspection or with a
request as referred to in Article 82(2).
Member States may decide not to lay down rules for administrative sanctions as referred to in the first
subparagraph where the infringements referred to in points (a), (b), (c), (d) or (e) of that subparagraph
are already subject to criminal sanctions in their national law by [please insert date 12 months after
entry into force]. Where they so decide, Member States shall notify, in detail, to the Commission,
ESMA and to EBA, the relevant parts of their criminal law.
By [please insert date 12 months after entry into force], Member States shall notify, in detail, the rules
referred to in the first and second subparagraph to the Commission, the EBA and ESMA. T hey shall
notify the Commission, ESMA and EBA without delay of any subsequent amendment thereto.
2. Member States shall, in accordance with national law, ensure that competent authorities have
the power to impose at least the following administrative sanctions and other administrative
measures in relation to the infringements listed in point (a) of paragraph 1:
(a) a public statement indicating the natural person or the legal entity responsible and the
nature of the infringement in accordance with Article 82;
(b) an order requiring the natural person or legal entity responsible to cease the conduct
constituting the infringement;
(c) maximum administrative pecuniary sanctions fines of at least twice the amount of the
profits gained or losses avoided because of the infringement where those can be determined;
(d) in the case of a legal person, maximum administrative pecuniary sanctions of at least EUR
5 000 000, or, in the Member States whose currency is not the euro, the corresponding value in
the national currency on [please insert date of entry into force of this Regulation], or 3 % of the
total annual turnover of that legal person according to the last available financial statements
approved by the management body. Where the legal person is a parent undertaking or a
subsidiary of a parent undertaking which is required to prepare consolidated financial accounts
in accordance with Directive 2013/34/EU 4 6 , the relevant total annual turnover shall be the total
annual turnover or the corresponding type of income in accordance with the relevant Union law
in the area of accounting according to the last available consolidated accounts approved by the
management body of the ultimate parent undertaking.
(e) in the case of a natural person, maximum administrative pecuniary sanctions of at least
EUR 700 000, or, in the Member States whose currency is not the euro, the corresponding value
in the national currency on [please insert date of entry into force of this Regulation].
3. Member States shall, in accordance with national law, ensure that competent authorities have
the power to impose at least the following administrative sanctions and other administrative
measures in relation to the infringements listed in point (b) of paragraph 1:

46
Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013 on the ann ual financial
statements, consolidated financial statements and related reports of certain types of undertakings, amending Directive
2006/43/EC of the European Parliament and of the Council and repealing Council Directives 78/660/EEC and
83/349/EEC (OJ L 182, 29.6.2013, p. 19).

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 (a) a public statement indicating the natural person or the legal entity responsible and the
nature of the infringement;
(b) an order requiring the natural person or legal entity resp onsible to cease the conduct
constituting the infringement;
(c) maximum administrative pecuniary sanctions of at least twice the amount of the profits
gained or losses avoided because of the infringement where those can be determined;
(d) in the case of a legal person, maximum administrative pecuniary sanctions of at least 15%
of the total annual turnover of that legal person according to the last available financial
statements approved by the management body.
4. Member States shall, in accordance with nat ional law, ensure that competent authorities have
the power to impose at least the following administrative sanctions and other administrative
measures in relation to the infringements listed in point (c) of paragraph 1:
(a) a public statement indicating the natural person or the legal entity responsible and the
nature of the infringement;
(b) an order requiring the natural person or legal entity responsible to cease the conduct
constituting the infringement;
(c) maximum administrative pecuniary sanctions of at least twice the amount of the profits
gained or losses avoided because of the infringement where those can be determined;
(d) in the case of a legal person, maximum administrative pecuniary sanctions of at least 15%
of the total annual turnover of that legal person according to the last available financial
statements approved by the management body.
5. Member States shall, in accordance with their national law, ensure that competent authorities
have the power to impose at least the following administrative penalties and other administrative
measures in relation to the infringements listed in point (d) of the first subparagraph of paragraph
1:
(a) a public statement indicating the natural or legal person responsible for, and the nature of,
the infringement;
(b) an order requiring the natural or legal person to cease the infringing conduct and to desist
from a repetition of that conduct;
(c) a ban preventing any member of the management body of the legal person responsible for
the infringement, or any other natural person held responsible for the infringement, from
exercising management functions in such undertakings;
(d) maximum administrative fines of at least twice the amount of the benefit derived from the
infringement where that benefit can be determined, even if it exceeds the maximum amounts set
out in point (e);
(e) in the case of a legal person, maximum administrative fines of at least EUR 500 000, or,
in the Member States whose currency is not the euro, the corresponding value in the nati onal
currency on ... [please insert date of entry into force of this Regulation] or of up to 5% of the
total annual turnover of that legal person according to the last available financial statements
approved by the management body. Where the legal person is a parent undertaking or a
subsidiary of a parent undertaking which is required to prepare consolidated financial statements

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 in accordance with Directive 2013/34/EU of the European P arliament and of the Council, the
relevant total annual turnover shall be the total annual turnover or the corresponding type of
income in accordance with the relevant Union law in the area of accounting according to the
last available consolidated accounts approved by the management body of the ultimate parent
undertaking;
(f) in the case of a natural person, maximum administrative fines of at least EUR 500 000,
or, in the Member States whose currency is not the euro, the corresponding value in the national
currency on ... [please insert date of entry into force of this Regulation].
6. Member States shall, in accordance with national law, ensure that competent authorities have
the power to impose at least the following administrative sanctions and to take at least the
following administrative measures in the event of the infringements referred to in point (e) of
the first subparagraph of paragraph 1:
(a) an order requiring the person responsible for the infringement to cease the conduct and to
desist from a repetition of that conduct;
(b) the disgorgement of the profits gained or losses avoided due to the infringement insofar
as they can be determined;
(c) a public warning which indicates the person responsible for the infringement and the
nature of the infringement;
(d) withdrawal or suspension of the authorisation of a crypto-asset service provider;
(e) a temporary ban of any member of the management body of the crypto -asset service
provider or any other natural person, who is held responsible for the infringement, from
exercising management functions in the crypto-asset service provider;
(f) in the event of repeated infringements of Articles 78, 79 or 80, a permanent ban of any
member of the management body of a crypto-asset service provider or any other natural person
who is held responsible for the infringement, from exercising management functions in the
crypto-asset service provider;
(g) a temporary ban of any member of the management body of a crypto -asset service
provider or any other natural person who is held responsible for the infringement, from dealing
on own account;
(h) maximum administrative pecuniary sanctions of at least 3 times the amount of the profits
gained or losses avoided because of the infringement, where those can be determined;
(i) in respect of a natural person, maximum administrative pecuniary sanctions of at least
EUR 5 000 000 or in the Member States whose currency is not the euro, the corresponding value
in the national currency on [please insert date of entry into force of this Regulation];
(j) in respect of legal persons, maximum administrative pecuniary sanctions of at least EUR
15 000 000 or 15 % of the total annual turnover of the legal person according to the last available
accounts approved by the management body, or in the Member States whose currency is not the
euro, the corresponding value in the national currency on [please insert date of entry into force
of this Regulation]. Where the legal person is a parent undertaking or a subsidiary of a parent
undertaking which is required to prepare consolidated financial statements in accordance with
Directive 2013/34/EU of the European Parliament and of the Council, the relevant total annual

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 turnover shall be the total annual turnover or the corresponding type of income in accordance
with the relevant Union law in the area of accounting according to the last available consolidated
accounts approved by the management body of the ultimate parent undertaking.
7. Member States may provide that competent authorities have powers in addition to those referred
to in paragraphs 2 to 6 and may provide for higher levels of sanctions than those established in
those paragraphs, in respect of both natural and legal persons responsible for the infringement.

Article 93
Exercise of supervisory powers and powers to impose penalties
1. Competent authorities, when determining the type and level of an administrative penalty or other
administrative measures to be imposed in accordance with Article 92, shall take into account
the extent to which the infringement is intentional or results from negligence and all other
relevant circumstances, including, where appropriate:
(a) the gravity and the duration of the infringement;
(b) the degree of responsibility of the natural or legal person responsible for the infringement;
(c) the financial strength of the natural or legal person responsible for the infringement, as
indicated by the total turnover of the responsible legal person or the annual income and net
assets of the responsible natural person;
(d) the importance of profits gained or losses avoided by the natural or legal person
responsible for the infringement, insofar as those can be determined;
(e) the losses for third parties caused by the infringement, insofar as those can be determined;
(f) the level of cooperation of the natural or legal person responsible for the infringement
with the competent authority, without prejudice to the need to ensure disgorgement of profits
gained or losses avoided by that person;
(g) previous infringements by the natural or legal person responsible for the infringement;
(h) measures taken by the person responsible for the infringement to prevent its repetition;
(i) the impact of the infringement on consumers or investors’ interests.
2. In the exercise of their powers to impose administrative penalties and other administrative
measures under Article 92, competent authorities shall cooperate closely to ensure that the
exercise of their supervisory and investigative powers, and the administrative penalties and other
administrative measures that they impose, are effective and appropriate under this Regulation.
T hey shall coordinate their action in order to avoid duplication and overlaps when exercising
their supervisory and investigative powers and when imposing administrative penalties and
other administrative measures in cross-border cases.

Article 94
Righ t of appeal
Member States shall ensure that any decision taken under this Regulation is properly reasoned and is
subject to the right of appeal before a tribunal. T he right of appeal before a tribunal shall also apply

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 where, in respect of an application for authorisation as a crypto-asset service provider which provides all
the information required, no decision is taken within six months of its submission.
Member States shall provide that one or more of the following bodies, as determined b y national law,
also may, in the interests of consumers and in accordance with national law, take action before the
courts or competent administrative bodies to ensure that this Regulation are applied:
a. public bodies or their representatives;
b. consumer organisations having a legitimate interest in protecting consumers;
c. professional organisations having a legitimate interest in acting to protect their
members.

Article 95
Pu bl ication of decisions
1. A decision imposing administrative penalties and other administrative measures for
infringement of this Regulation shall be published by competent authorities on their official
websites immediately after the natural or legal person subject to that decision has been informed
of that decision. T he publication shall include at least information on the type and nature of the
infringement and the identity of the natural or legal persons responsible. T hat obligation does
not apply to decisions imposing measures that are of an investigatory nature.
2. Where the publication of the identity of the legal entities, or identity or personal data of natural
persons, is considered by the competent authority to be disproportionate following a case -by-
case assessment conducted on the proportionality of the publication of such data, or where such
publication would jeopardise an ongoing investigation, competent authorities shall take one of
the following actions:
(a) defer the publication of the decision to impose a penalty or a measure until the moment
where the reasons for non-publication cease to exist;
(b) publish the decision to impose a penalty or a measure on an anonymous basis in a manner
which is in conformity with national law, where such anonymous publication ensures an
effective protection of the personal data concerned;
(c) not publish the decision to impose a penalty or measure in the event that the options laid
down in points (a) and (b) are considered to be insufficient to ensure:
i) that the stability of financial markets is not jeopardised;
ii) the proportionality of the publication of such a decision with regard to measures
which are deemed to be of a minor nature.
(10) In the case of a decision to publish a penalty or measure on an anonymous basis, as
referred to in point (b) of the first subparagraph, the publication of the relevant data may be
deferred for a reasonable period where it is foreseen that within that period the reasons for
anonymous publication shall cease to exist.
3. Where the decision to impose a penalty or measure is subject to appeal before the relevant
judicial or other authorities, competent authorities shall publish, immediately, on their official
website such information and any subsequent information on the outcome of such appeal.

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 Moreover, any decision annulling a previous decision to impose a pen alty or a measure shall
also be published.
4. Competent authorities shall ensure that any publication in accordance with this Article remains
on their official website for a period of at least five years after its publication. P ersonal data
contained in the publication shall be kept on the official website of the competent authority only
for the period which is necessary in accordance with the applicable data protection rules.

Article 96
Reporting of penalties and administrative measures to ES MA and EBA
1. T he competent authority shall, on an annual basis, provide ESMA and EBA with aggregate
information regarding all administrative penalties and other administrative measures imposed
in accordance with Article 92. ESMA shall publish that information in an ann ual report.
(5) Where Member States have chosen, in accordance with Article 92(1), to lay down
criminal penalties for the infringements of the provisions referred to in that paragraph, their
competent authorities shall provide the EBA and ESMA annually with an onymised and
aggregated data regarding all criminal investigations undertaken and criminal penalties
imposed. ESMA shall publish data on criminal penalties imposed in an annual report.
2. Where the competent authority has disclosed administrative penalties, other administrative
measures or criminal penalties to the public, it shall simultaneously report them to ESMA.
3. Competent authorities shall inform the EBA and ESMA of all administrative penalties or other
administrative measures imposed but not published, including any appeal in relation thereto and
the outcome thereof. Member States shall ensure that competent authorities receive information
and the final judgment in relation to any criminal penalty imposed and submit it to the EBA and
ESMA. ESMA shall maintain a central database of penalties and administrative measures
communicated to it solely for the purposes of exchanging information between competent
authorities. T hat database shall be only accessible to the EBA and ESMA, and the competent
authorities and it shall be updated on the basis of the information provided by the competent
authorities.

Article 97
Reporting of breaches and protection of reporting persons
Directive (EU) 2019/1937 4 7 shall apply to the reporting of breaches of this Regulation and the protection
of persons reporting such breaches.

47
Directive (EU) 2019/1937 of the European Parliament and of the Council of 23 October 2019 on the protection of
persons who report breaches of Union law OJ L 305, 26.11.2019, p. 17.

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 Chapte r 3: Supe rvisory re s ponsibilities of EBA on is suers of s ignificant
as set-referenced tokens and s ignificant e -money tokens and colleges of
s upervisors
Article 98
Supervisory responsibilities of EBA on issuers of significant asset-referenced tokens and issuers of
significant e-money tokens
1. Where an asset-referenced token has been classified as significant in accordance with Article
39 or Article 40, the issuer of such asset -referenced tokens shall carry out their activities under
the supervision of the EBA.
T he EBA shall exercise the powers of competent authorities conferred by Articles 21, 37 and
38 as regards issuers of significant asset-referenced tokens.
2. Where an issuer of significant asset -referenced tokens provide crypto-asset services or issue
crypto-assets that are not significant asset -referenced tokens, such services and activities shall
remain supervised by the competent authority of the home Member State.
3. Where an asset-referenced token has been classified as significant in accordance with Article
39, the EBA shall conduct a supervisory reassessment to ensure that issuers of significant asset -
referenced tokens comply with the requirements under T itle III.
4. Where an e-money token has been classified as significant in accordance with Articles 50 or 51,
the EBA shall be responsible of the compliance of the issuer of such asset -significant e-money
tokens with the requirements laid down in Article 52.

Article 99
Colleges for issuers of significant asset-referenced tokens and significant e-money tokens
1. Within 30 calendar days of a decision to classify an asset -referenced token as significant, the
EBA shall establish, manage and chair a consultative supervisory college for each issuer of
significant asset-referenced tokens to facilitate the exercise of its supervisory tasks under this
Regulation.
1a. If the issuer of a significant asset-referenced token is also the issuer of a significant e-money
token, there shall only be single supervisory college to supervise the entire entity.
2. T he college shall consist of:
(a) the EBA, as the chair of the college;
(b) ESMA;
(c) the competent authority of the home Member State where the issuer of significant asset -
referenced tokens is established;
(d) the competent authorities of the most relevant credit institutions or crypto -asset service
providers ensuring the custody of the reserve assets in accordance with Article 33;
(e) where applicable, the competent authorities of the most relevant trading platforms for
crypto-assets where the significant asset -referenced tokens are admitted to trading;

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 (f) where applicable, the competent authorities of the most relevant crypto -asset service
providers in charge of ensuring the liquidity of the significant asset -referenced tokens in
accordance with the first paragraph of Article 35(4);
(g) where applicable, the competent authorities of the entities ensuring the functions as
referred to in Article 30(5), point (h);
(h) where applicable, the competent authorities of the most relevant crypto -asset service
providers providing the crypto-asset service referred to in Article 3(1) point (10) in relation with
the significant asset-referenced tokens;
(i) the ECB;
(j) where the issuer of significant asset -referenced tokens is established in a Member State
the currency of which is not euro, or where a currency that is not euro is included in the reserve
assets, the national central bank of that Member State;
(k) relevant supervisory authorities of third countries with which the EBA has concluded an
administrative agreement in accordance with Article 108.
3. T he competent authority of a Member State which is not a member of the college may request
from the college any information relevant for the performance of its supervisory duties.
4. T he college shall, without prejudice to the responsibilities of competent authorities under this
Regulation, ensure:
(a) the preparation of the non-binding opinion referred to in Article 100;
(b) the exchange of information in accordance with Article 107;
(c) agreement on the voluntary entrustment of tasks among its members, including delegation
of tasks under Article 120;
(d) the coordination of supervisory examination programmes based on the risk assessment
carried out by the issuer of significant asset -referenced tokens in accordance with Article 30(9).
In order to facilitate the performance of the tasks assigned to colleges pursuant to the first subparagraph,
members of the college referred to in paragraph 2 shall be entitled to contribute to the setting of the
agenda of the college meetings, in particular by adding points to the agenda of a meeting.
5. T he establishment and functioning of the college shall be based on a written agreement between
all its members.
T he agreement shall determine the practical arrangements for the functioning of the college, including
detailed rules on:
(a) voting procedures as referred in Article 100(4);
(b) the procedures for setting the agenda of college meetings;
(c) the frequency of the college meetings;
(d) the format and scope of the information to be provided by the EBA to the college
members, especially with regard to the information to the risk assessment as referred to in
Article 30(9);

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 (e) the appropriate minimum timeframes for the assessment of the relevant documentation by
the college members;
(f) the modalities of communication between college members.
T he agreement may also determine tasks to be entrusted to the EBA or another member of the college.
6. In order to ensure the consistent and coherent functioning of colleges, the EBA shall, in
cooperation with ESMA and the European System of Central Banks, develop draft regulatory
standards specifying the conditions under which the entities referred to in points (d) to (h) of
paragraph 2 are to be considered as the most relevant and the details of the practical
arrangements referred to in paragraph 5.
T he EBA shall submit those draft regulatory standards to the Commission by [please insert date 12
months after the entry into force].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in the first
subparagraph in accordance with Article 10 to 14 of Regulation (EU) No 1093/2010.

Article 100
Non-binding opinions of the colleges for issuers of significant asset-referenced tokens
1. T he college for issuers of significant asset -referenced tokens may issue a non-binding opinion
on the following:
(a) the supervisory reassessment as referred to in Article 98(3);
(b) any decision to require an issuer of significant asset-referenced tokens to hold a higher
amount of own funds or to permit such an issuer to hold a lower amount of own funds in
accordance with Article 41(4);
(c) any update of the orderly wind-down plan of an issuer of significant asset-referenced
tokens pursuant to Article 42;
(d) any change to the issuer of significant asset -referenced tokens’ business model pursuant
to Article 21(1);
(e) a draft amended crypto-asset white paper in accordance with Article 21(2);
(f) any measures envisaged in accordance with Article 21(3);
(g) any envisaged supervisory measures pursuant to Article 112;
(h) any envisaged agreement of exchange of information with a third-country supervisory
authority with Article 108;
(i) any delegation of supervisory tasks from the EBA to a competent authority pursuant to
Article 120;
(j) any envisaged change in the authorisation of, or any envisaged supervisory measure on,
the entities and crypto-asset service providers referred to in Article 99(2), points (d) to (h).
2. Where the college issues an opinion accordance with paragraph 1, at the request of any member
of the college and upon adoption by a majority of the college in accordance with paragraph 4,
the opinion may include any recommendations aimed at addressing shortcomings of the
envisaged action or measure envisaged by the EBA or the competent authorities.

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 3. T he EBA shall facilitate the adoption of the opinion in accordance with its general coordination
function under Article 31 of Regulation (EU) No 1093/2010.
4. A majority opinion of the college shall be based on the basis of a simple majority of its members.
For colleges up to and including 12 members, a maximum of two college members belonging to the
same Member State shall have a vote and each voting member, shall have one vote. For colleges with
more than 12 members, a maximum of three members belonging to the same Member State shall have
a vote and each voting member shall have one vote.
Where the ECB is a member of the college pursuant to Article 99(2), point (i), it shall have two votes.
Supervisory authorities of third countries referred to in Article 99(2), point (k), shall have no
voting right on the opinion of the college.
5. T he EBA and competent authorities shall duly consider the opinion of the college reached in
accordance with paragraph 1, including any recommendations aimed at addressing
shortcomings of the envisaged action or supervisory measure envisaged on an issuer of
significant asset-referenced tokens or on the entities and crypto-asset service providers referred
to in points (d) to (h) of Article 99(2). Where the EBA or a competent authority does not agree
with an opinion of the college, including any recommendations aimed at addressing
shortcomings of the envisaged action or supervisory measure envisaged, its decision shall
contain full reasons and an explanation of any significant deviation from that opinion or
recommendations.

Article 101
College for issuers of significant electronic money tokens
1. Within 30 calendar days of a decision to classify an e-money token as significant, the EBA shall
establish, manage and chair a consultative supervisory college for each issuer of significant e -
money tokens to facilitate the exercise of supervisory tasks under this Regulation.
1a. If the issuer of a significant e-money token is also the issuer of a significant asset-referenced
token, there shall only be a single supervisory college to supervise the entire entity.
2. T he college shall consist of:
(a) the EBA, as the Chair;
(b) the competent authority of the home Member State where the issuer of e-money token has
been authorised either as a credit institution or as an electronic money institution;
(c) ESMA;
(d) the competent authorities of the most relevant credit institutions ensuring the custody of
the funds received in exchange of the significant e-money tokens;
(e) the competent authorities of the most relevant payment institutions authorised in
accordance with Article 11 of Directive (EU) 2015/2366 and providing payment services in
relation to the significant e-money tokens;
(f) where applicable, the competent authorities of the most relevant trading platforms for
crypto-assets where the significant e-money tokens are admitted to trading;

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 (g) where applicable, the competent authorities of the most relevant crypto -asset service
providers providing the crypto-asset service referred to in Article 3(1) point (10) in relation to
significant e-money tokens;
(h) where the issuer of significant e-money tokens is established in a Member State the
currency of which is euro, or where the significant e-money token is referencing euro, the ECB;
(i) where the issuer of significant e-money tokens is established in a Member State the
currency of which is not euro, or where the significant e-money token is referencing a currency
which is not the euro, the national central bank of that Member State;
(j) relevant supervisory authorities of third countries with which the EBA has concluded an
administrative agreement in accordance with Article 108.
3. T he competent authority of a Member State which is not a member of the college may request
from the college any information relevant for the performance of its supervisory duties.
4. T he college shall, without prejudice to the responsibilities of competent authorities under this
Regulation, ensure:
(a) the preparation of the non-binding opinion referred to in Article 102;
(b) the exchange of information in accordance with this Regulation;
(c) agreement on the voluntary entrustment of tasks among its members, including delegation
of tasks under Article 120.
In order to facilitate the performance of the tasks assigned to colleges pursuant to the first subparagraph,
members of the college referred to in paragraph 2 shall be entitled to contribute to the setting of the
agenda of the college meetings, in particular by adding points to the agenda of a meeting.
5. T he establishment and functioning of the college shall be based on a written agreement between
all its members.
T he agreement shall determine the practical arrangements for the functioning of the college, including
detailed rules on:
(a) voting procedures as referred to in Article 102;
(b) the procedures for setting the agenda of college meetings;
(c) the frequency of the college meetings;
(d) the format and scope of the information to be provided by the competent authority of the
issuer of significant e-money tokens to the college members;
(e) the appropriate minimum timeframes for the assessment of the relevant documentation by
the college members;
(f) the modalities of communication between college members.
T he agreement may also determine tasks to be entrusted to the competent authority of the issuer of
significant e-money tokens or another member of the college.
6. In order to ensure the consistent and coherent functioning of colleges, the EBA shall, in
cooperation with ESMA and the European System of Central Banks, develop draft regulatory
standards specifying the conditions under which the entities referred to in points (d) to (g) of

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 paragraph 2 are to be considered as the most relevant and the details of the practical
arrangements referred to in paragraph 5.
T he EBA shall submit those draft regulatory standards to the Commission by [please insert date 12
months after the entry into force].
P ower is delegated to the Commission to adopt the regulatory technical standards referred to in the first
subparagraph in accordance with Article 10 to 14 of Regulation (EU) No 1093/2010.

Article 102
Non-binding opinions of the college for issuers of significant electronic money tokens
1. T he college for issuers of significant e-money tokens may issue a non-binding opinion on the
following:
(a) any decision to require an issuer of significant e-money tokens to hold a higher amount
of own funds or to permit such an issuer to hold a lower amount of own funds in accordance
with Articles 31 and 41(4);
(b) any update of the orderly wind-down plan of an issuer of significant e-money tokens
pursuant to Article 42;
(c) a draft amended crypto-asset white paper in accordance with Article 46(10);
(d) any envisaged withdrawal of authorisation for an issuer of significant e -money tokens as
a credit institution or pursuant to Directive 2009/110/EC;
(e) any envisaged supervisory measures pursuant to Article 112;
(f) any envisaged agreement of exchange of information with a third-country supervisory
authority;
(g) any delegation of supervisory tasks from the competent authority of the issuer of
significant e-money tokens to the EBA or another competent authority, or from the EBA to the
competent authority in accordance with Article 120;
(h) any envisaged change in the authorisation of, or any envisaged supervisory measure on,
the entities and crypto-asset service providers referred to in points (d) to (g) of Article 101(2).
2. Where the college issues an opinion in accordance with paragraph 1, at the request of any
member of the college and upon adoption by a majority of the college in accordance with
paragraph 4, the opinion may include any recommendations aimed at addressing shortcomings
of the envisaged action or measure envisaged by the competent authorities or by the EBA.
3. T he EBA shall facilitate the adoption of the opinion in accordance with its general coordination
function under Article 31 of Regulation (EU) No 1093/2010.
4. A majority opinion of the college shall be based on the basis of a simple majority of its members.
For colleges up to and including 12 members, a maximum of two college members belonging
to the same Member State shall have a vote and each voting member, shall have one vote. For
colleges with more than 12 members, a maximum of three members belonging to the same
Member State shall have a vote and each voting member shall have one vote.

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 Where the ECB is a member of the college pursuant to point (h) of Article 101(2), it shall have 2
votes.
Supervisory authorities of third countries referred to in Article 101(2) point (j) shall have no
voting right on the opinion of the college.
5. T he competent authority of the issuer of significant e-money tokens, EBA or any competent
authority for the entities and crypto-asset service providers referred to in points (d) to (g) of
Article 101(2) shall duly consider the opinion of the college reached in accordance with
paragraph 1, including any recommendations aimed at addressing shortcomings o f any
envisaged action or supervisory measure. Where the EBA or a competent authority do not agree
with an opinion of the college, including any recommendations aimed at addressing
shortcomings of the envisaged action or supervisory measure, its decision shall contain full
reasons and an explanation of any significant deviation from that opinion or recommendations.

Chapte r 4: the EBA’s powers and compe tences on is suers of s ignificant

as set-referenced tokens and is suers of s ignificant e -money tokens

Article 103
Exercise of powers referred to in Articles 104 to 107
T he powers conferred on the EBA by Articles 104 to 107, or on any official or other person authorised
by the EBA, shall not be used to require the disclosure of information which is subject to legal privilege.

Article 104
Requ est for information
1. In order to carry out its duties under Article 98, the EBA may by simple request or by decision
require the following persons to provide all information necessary to enable the EBA to carry
out its duties under this Regulation:
(a) an issuer of significant asset-referenced tokens or a person controlling or being directly
or indirectly controlled by an issuer of significant asset -referenced tokens;
(b) any third parties as referred to in Article 30(5), point (h) with which the issuers of
significant asset-referenced tokens has a contractual arrangement;
(c) any crypto-assets service provider as referred to in Article 35(4) which provide liquidity
for significant asset-referenced tokens;
(d) credit institutions or crypto-asset service providers ensuring the custody of the reserve
assets in accordance with Article 33;
(e) an issuer of significant e-money tokens or a person controlling or being directly or
indirectly controlled by an issuer of significant e-money tokens;
(f) any payment institutions authorised in accordance with Article 11 of Directive (EU)
2015/2366 and providing payment services in relation to significant e-money tokens;
(g) any natural or legal persons in charge of distributing significant e-money tokens on behalf
of the issuer of significant e-money tokens;

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 (h) any crypto-asset service provider providing the crypto-asset service referred to in Article
3(1) point (10) in relation with significant asset -referenced tokens or significant e-money
tokens;
(i) any trading platform for crypto-assets that has admitted a significant asset -referenced
token or a significant e-money token to trading;
(j) the management body of the persons referred to in points (a) to (i).
2. Any simple request for information as referred to in paragraph 1 shall:
(a) refer to this Article as the legal basis of that request;
(b) state the purpose of the request;
(c) specify the information required;
(d) include a time limit within which the information is to be provided;
(e) indicate the amount of the fine to be issued in accordance with Article 113 where the
information provided is incorrect or misleading.
3. When requiring to supply information under paragraph 1 by decision, the EBA shall:
(a) refer to this Article as the legal basis of that request;
(b) state the purpose of the request;
(c) specify the information required;
(d) set a time limit within which the information is to be provided;
(e) indicate the periodic penalty payments provided for in Article 114 where the production
of information is required.
(f) indicate the fine provided for in Article 113, where the answers to questions asked are
incorrect or misleading;
(g) indicate the right to appeal the decision before the EBA’s Board of Ap peal and to have
the decision reviewed by the Court of Justice of the European Union (‘Court of Justice’) in
accordance with Articles 60 and 61 of Regulation (EU) No 1093/2010.
4. T he persons referred to in paragraph 1 or their representatives and, in the case of legal persons
or associations having no legal personality, the persons authorised to represent them by law or
by their constitution shall supply the information requested. Lawyers duly authorised to act may
supply the information on behalf of their clients. The latter shall remain fully responsible if the
information supplied is incomplete, incorrect or misleading.
5. T he EBA shall without delay send a copy of the simple request or of its decision to the competent
authority of the Member State where the persons referred to in paragraph 1 concerned by the
request for information are domiciled or established.

Article 105
General investigative powers
1. In order to carry out its duties under Article 98 of this Regulation, EBA may conduct
investigations on issuers of significant asset-referenced tokens and issuers of significant e-

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 money tokens. T o that end, the officials and other persons authorised by the EBA shall be
empowered to:
(a) examine any records, data, procedures and any other material relevant to the execution of
its tasks irrespective of the medium on which they are stored;
(b) take or obtain certified copies of or extracts from such records, data, procedures and other
material;
(c) summon and ask any issuer of significant asset -referenced tokens or issuer of significant
of e-money tokens, or their management body or staff for oral or written inspection and to record
the answers;
(d) interview any other natural or legal person who consents to be interviewed for the purpose
of collecting inform ation relating to the subject matter of an investigation;
(e) request records of telephone and data traffic.
T he college for issuers of significant asset -referenced tokens as referred to in Article 99 or the
college for issuers of significant e-money tokens as referred to in Article 101 shall be informed
without undue delay of any findings that may be relevant for the execution of its tasks.
2. T he officials and other persons authorised by the EBA for the purposes of the investigations
referred to in paragraph 1 shall exercise their powers upon production of a written authorisation
specifying the subject matter and purpose of the investigation. T hat authorisation shall also
indicate the periodic penalty payments provided for in Article 114 where the product ion of the
required records, data, procedures or any other material, or the answers to questions asked to
issuers of significant asset-referenced tokens or issuers of significant e-money tokens are not
provided or are incomplete, and the fines provided for in Article 113, where the answers to
questions asked to issuers of significant asset -referenced tokens or issuers of significant e-
money tokens are incorrect or misleading.
3. T he issuers of significant asset-referenced tokens and issuers of significant e-money tokens are
required to submit to investigations launched on the basis of a decision of the EBA. T he decision
shall specify the subject matter and purpose of the investigation, the periodic penalty payments
provided for in Article 114, the legal remedies available under Regulation (EU) No 1093/2010
and the right to have the decision reviewed by the Court of Justice.
4. In due time before an investigation referred to in paragraph 1, the EBA shall inform the
competent authority of the Member State where the investigation is to be carried out of the
investigation and of the identity of the authorised persons. Officials of the competent authority
concerned shall, upon the request of the EBA, assist those authorised persons in carrying out
their duties. Officials of the competent authority concerned may also attend the investigations
upon request.
5. If a request for records of telephone or data traffic referred to in point (e) of paragraph 1 requires
authorisation from a judicial authority according to applicable national law, such authorisation
shall be applied for. Such authorisation may also be applied for as a precautionary measure.
6. Where a national judicial authority receives an application for the authorisation of a request for
records of telephone or data traffic referred to in point (e) of paragraph 1, that authority shall
verify the following:

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 (a) the decision adopted by the EBA referred to in paragraph 3 is authentic;
(b) any measures to be taken are proportionate and not arbitrary or excessive .
7. For the purposes of point (b) paragraph 6, the national judicial authority may ask the EBA for
detailed explanations, in particular relating to the grounds the EBA has for suspecting that an
infringement of this Regulation has taken place and the seriousness of the suspected
infringement and the nature of the involvement of the person subject to the coercive measures.
However, the national judicial authority shall not review the necessity for the investigation or
demand that it be provided with the information on the EBA’s file. T he lawfulness of the EBA’s
decision shall be subject to review only by the Court of Justice following the procedure set out
in Regulation (EU) No 1093/2010.

Article 106
On-site inspections
1. In order to carry out its duties under Article 98 of this Regulation, the EBA may conduct all
necessary on-site inspections at any business premises of the issuers of significant asset -
referenced tokens and issuers of significant e-money tokens.
T he college for issuers of significant asset-referenced tokens as referred to in Article 99 or the
college for issuers of significant e-money tokens as referred to in Article 101 shall be informed
without undue delay of any findings that may be relevant for the execution of its tasks.
2. T he officials and other persons authorised by the EBA to conduct an on -site inspection may
enter any business premises of the persons subject to an investigation decision adopted by the
EBA and shall have all the powers stipulated in Article 105(1). They shall also have the power
to seal any business premises and books or records for the period of, and to the extent necessary
for, the inspection.
3. In due time before the inspection, the EBA shall give notice of the inspection to the competent
authority of the Member State where the inspection is to be conducted. Where the proper
conduct and efficiency of the inspection so require, the EBA, after informing the relevant
competent authority, may carry out the on-site inspection without prior notice to the issuer of
significant asset-referenced tokens or the issuer of significant e-money tokens.
4. T he officials and other persons authorised by the EBA to conduct an on -site inspection shall
exercise their powers upon production of a written authorisation specifying t he subject matter
and purpose of the inspection and the periodic penalty payments provided for in Article 114
where the persons concerned do not submit to the inspection.
5. T he issuer of significant asset-referenced tokens or the issuer of significant e-money tokens shall
submit to on-site inspections ordered by decision of the EBA. T he decision shall specify the
subject matter and purpose of the inspection, appoint the date on which it is to begin and indicate
the periodic penalty payments provided for in Article 114, the legal remedies available under
Regulation (EU) No 1093/2010 as well as the right to have the decision reviewed by the Court
of Justice.
6. Officials of, as well as those authorised or appointed by, the competent authority of the Member
State where the inspection is to be conducted shall, at the request of the EBA, actively assist the

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 officials and other persons authorised by the EBA. Officials of the competent authority of the
Member State concerned may also attend the onsite inspections.
7. T he EBA may also require competent authorities to carry out specific investigatory tasks and
on-site inspections as provided for in this Article and in Article 105(1) on its behalf.
8. Where the officials and other accompanying persons authorised by th e EBA find that a person
opposes an inspection ordered pursuant to this Article, the competent authority of the Member
State concerned shall afford them the necessary assistance, requesting, where appropriate, the
assistance of the police or of an equivalent enforcement authority, so as to enable them to
conduct their on-site inspection.
9. If the on-site inspection provided for in paragraph 1 or the assistance provided for in paragraph
7 requires authorisation by a judicial authority according to national law, such authorisation
shall be applied for. Such authorisation may also be applied for as a precautionary measure.
10. Where a national judicial authority receives an application for the authorisation of an on -site
inspection provided for in paragraph 1 or the assistance provided for in paragraph 7, that
authority shall verify the following:
(a) the decision adopted by the EBA referred to in paragraph 4 is authentic;
(b) any measures to be taken are proportionate and not arbitrary or excessive.
11. For the purposes of paragraph 10, point (b), the national judicial authority may ask the EBA for
detailed explanations, in particular relating to the grounds the EBA has for suspecting that an
infringement of this Regulation has taken place and the seriousness of the suspected
infringement and the nature of the involvement of the person subject to the coercive measures.
However, the national judicial authority shall not review the necessity for the investigation or
demand that it be provided with the information on the EBA’s file. T he lawfulness of the EBA’s
decision shall be subject to review only by the Court of Justice following the procedure set out
in Regulation (EU) No 1093/2010.

Article 107
Exch ange of information
In order to carry out its duties under Article 98 and without prejudice to Article 84, the EBA and the
competent authorities shall provide each other with the information required for the purposes of carrying
out their duties under this Regulation without undue delay. For that purpose, competent authorities shall
exchange with the EBA any information related to:
(a) an issuer of significant asset-referenced tokens or a person controlling or being directly
or indirectly controlled by an issuer of significant asset-referenced tokens;
(b) any third parties as referred to in Article 30(5), point (h) with which the issuers of
significant asset-referenced tokens has a contractual arrangement;
(c) any crypto-assets service provider as referred to in Article 35(4) which provide liquidity
for significant asset-referenced tokens;
(d) credit institutions or crypto-asset service providers ensuring the custody of the reserve
assets in accordance with Article 33;

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 (e) an issuer of significant e-money tokens or a person controlling or being directly or
indirectly controlled by an issuer of significant e-money tokens;
(f) any payment institutions authorised in accordance with Article 11 of Directive (EU)
2015/2366 and providing payment services in relation to significant e-money tokens;
(g) any natural or legal persons in charge of distributing significant e-money tokens on behalf
of the issuer of significant e-money tokens;
(h) any crypto-asset service provider providing the crypto-asset service referred to in Article
3(1), point (10), in relation with significant asset -referenced tokens or significant e-money
tokens;
(i) any trading platform for crypto-assets that has admitted a significant asset -referenced
token or a significant e-money token to trading;
(j) the management body of the persons referred to in point (a) to (i).
Article 108
Administrative agreements on exchange of information between the EBA and third countries
1. In order to carry out its duties under Article 98, the EBA may conclude administrative
agreements on exchange of information with the supervisory authorities of third countries only
if the information disclosed is subject to guarantees of professional secrecy which are at least
equivalent to those set out in Article 111.
2. Exchange of information referred to in paragraph 1 shall be intended for the performance of the
tasks of the EBA or those supervisory authorities.
3. With regard to transfer of personal data to a third country, the EBA shall apply Regulation (EU)
No 2018/1725.
Article 109
Disclosure of information from third countries
T he EBA may disclose the information received from supervisory auth orities of third countries only
where the EBA or a competent authority has obtained the express agreement of the supervisory authority
that has transmitted the information and, where applicable, the information is disclosed only for the
purposes for which that supervisory authority gave its agreement or where such disclosure is necessary
for legal proceedings.

Article 110
Cooperation with other authorities
Where an issuer of significant asset -referenced tokens or an issuer of significant e-money tokens engages
in activities other than those covered by this Regulation, the EBA shall cooperate with the authorities
responsible for the supervision or oversight of such other activities as provided for in the relevant Union
or national law, including tax authorities.

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 Article 111
Professional secrecy
T he obligation of professional secrecy shall apply to the EBA and all persons who work or who have
worked for the EBA or for any other person to whom the EBA has delegated tasks, including auditors
and experts contracted by the EBA.

Article 112
S u pervisory measures by th e EBA
1. Where the EBA finds that an issuer of a significant asset -referenced tokens has committed one
of the infringements listed in Annex V, it may take one or more of the following actions:
(a) adopt a decision requiring the issuer of significant asset -referenced tokens to bring the
infringement to an end;
(b) adopt a decision imposing fines or periodic penalty payments pursuant to Articles 113 and
114;
(c) adopt a decision requiring the issuer of significant asset -referenced tokens supplementary
information, where necessary for consumer protection;
(d) adopt a decision requiring the issuer of significant asset-referenced tokens to suspend an
offer to the public of crypto-assets for a maximum period of 10 consecutive working days on
any single occasion where there are reasonable grounds for suspecting that this Regulation has
been infringed;
(e) adopt a decision prohibiting an offer to the public of significant asset -referenced tokens
where they find that this Regulation has been infringed or where there are reasonable grounds
for suspecting that it would be infringed;
(f) adopt a decision requiring the relevant trading platform for crypto-assets that has admitted
to trading significant asset-referenced tokens, for a maximum of 10 consecutive working days
on any single occasion where there are reasonable grounds for believing that this Regulation has
been infringed;
(g) adopt a decision prohibiting trading of significant asset -referenced tokens, on a trading
platform for crypto-assets where they find that this Regulation has been infringed;
(h) adopt a decision requiring the issuer of significant asset-referenced tokens to disclose, all
material information which may have an effect on the assessment of the significant asset -
referenced tokens offered to the public or admitted to trading on a trading platform for crypto-
assets in order to ensure consumer protection or the smooth operation of the market;
(6) (i) issue warnings on the fact that an issuer of significant asset -referenced tokens is
failing to comply with its obligations;
(7) (j) withdraw the authorisation of the issuer of significant asset -referenced tokens.
2. Where the EBA finds that an issuer of a significant e-money tokens has committed one of the
infringements listed in Annex VI, it may take one or more of the following actions:
(a) adopt a decision requiring the issuer of significant e-money tokens to bring the
infringement to an end;

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 (b) adopt a decision imposing fines or periodic penalty payments pursuant to Articles 113 and
114;
(c) issue warnings on the fact that an issuer of significant e-money tokens is failing to comply
with its obligations.
3. When taking the actions referred to in paragraphs 1 and 2, the EBA shall take into account the
nature and seriousness of the infringement , having regard to the following criteria:
(a) the duration and frequency of the infringement;
(b) whether financial crime has been occasioned, facilitated or otherwise attributable to the
infringement;
(c) whether the infringement has revealed serious or systemic weaknesses in the issuer of
significant asset-referenced tokens' or in the issuer of significant e-money tokens’ procedures,
policies and risk management measures;
(d) whether the infringement has been committed intentionally or negligently;
(e) the degree of responsibility of the issuer of significant asset -referenced tokens or the issuer
of significant e-money tokens responsible for the infringement;
(f) the financial strength of the issuer of significant asset -referenced tokens, or of the issuer
of significant e-money tokens, responsible for the infringement, as indicated by the total
turnover of the responsible legal person or the annual income and net assets of the responsible
natural person;
(g) the impact of the infringement on the interests of holders of significant asset-referenced
tokens or significant e-money tokens;
(h) the importance of the profits gained, losses avoided by the issuer of significant asset -
referenced tokens or significant e-money tokens responsible for the infringement or the losses
for third parties derived from the infringement, insofar as they can be determined;
(i) the level of cooperation of the issuer of significant asset -referenced tokens, or for the
issuer of significant e-money tokens responsible for the infringement with the EBA, without
prejudice to the need to ensure disgorgement of profits gained or losses avoided by that person;
(j) previous infringements by the issuer of significant asset -referenced tokens or by the issuer
of e-money tokens responsible for the infringement;
(k) measures taken after the infringement by the issuer of significant asset -referenced tokens
or by the issuer of significant e-money tokens to prevent the repetition of such an infringement.
4. Before taking the actions referred in points (d) to (g) and point (j) of paragraph 1, the EBA shall
inform ESMA and, where the significant asset -referenced tokens refers Union currencies, the
central banks of issues of those currencies.
5. Before taking the actions referred in points (a) to (c) of paragraph 2, the EBA shall inform the
competent authority of the issuer of significant e-money tokens and the central bank of issue of
the currency that the significant e-money token is referencing.
6. T he EBA shall notify any action taken pursuant to paragraph 1 and 2 to the issuer of significant
asset-referenced tokens or the issuer of significant e-money tokens responsible for the
infringement without undue delay and shall communicate that action to the competent

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 authorities of the Member States concerned and the Commission. T he EBA shall publicly
disclose any such decision on its website within 10 working days from the date when that
decision was adopted.
7. T he disclosure to the public referred to in paragraph 6 shall include the following:
(a) a statement affirming the right of the person responsible for the infringement to appeal
the decision before the Court of Justice;
(b) where relevant, a statement affirming that an appeal has been lodged and specifying that
such an appeal does not have suspensive effect;
(c) a statement asserting that it is possible for EBA’s Board of Appeal to suspend the
application of the contested decision in accordance with Article 60(3) of Regulation (EU) No
1093/2010.

Article 113
Fines
1. T he EBA shall adopt a decision imposing a fine in accordance with paragraph 3 or 4, where in
accordance with Article 116(8), it finds that:
(a) an issuer of significant asset-referenced tokens has, intentionally or negligently,
committed one of the infringements listed in Annex V;
(b) an issuer of significant e-money tokens has, intentionally or negligently, committed one
of the infringements listed in Annex VI.
An infringement shall be considered to have been committed intentionally if the EBA finds
objective factors which demonstrate that such an issuer or its management body acted
deliberately to commit the infringement.
2. When taking the actions referred to in paragraph 1, the EBA shall take into account the nature
and seriousness of the infringement, having regard to the following criteria:
(a) the duration and frequency of the infringement;
(b) whether financial crime has been occasioned, facilitated or otherwise attributable to the
infringement;
(c) whether the infringement has revealed serious or systemic weak nesses in the issuer of
significant asset-referenced tokens' or in the issuer of significant e-money tokens’ procedures,
policies and risk management measures;
(d) whether the infringement has been committed intentionally or negligently;
(e) the degree of responsibility of the issuer of significant asset -referenced tokens or the issuer
of significant e-money tokens responsible for the infringement;
(f) the financial strength of the issuer of significant asset -referenced tokens, or of the issuer
of significant e-money tokens, responsible for the infringement, as indicated by the total
turnover of the responsible legal person or the annual income and net assets of the responsible
natural person;

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 (g) the impact of the infringement on the interests of holders of significant asset -referenced
tokens or significant e-money tokens;
(h) the importance of the profits gained, losses avoided by the issuer of significant asset-
referenced tokens responsible for the infringement or the losses for third parties derived from
the infringement, insofar as they can be determined;
(i) the level of cooperation of the issuer of significant asset -referenced tokens, or for the
issuer of significant e-money tokens, for the infringement with the EBA, without prejudice to
the need to ensure disgorgement of profits gained or losses avoided by that person;
(j) previous infringements by the issuer of significant asset -referenced tokens or by the issuer
of significant e-money tokens responsible for the infringement;
(k) measures taken after the infringement by the issuer of significant asset -referenced tokens
or by the issuer of significant e-money tokens to prevent the repetition of such an infringement.
3. For issuers of significant asset-referenced tokens, the maximum amount of the fine referred to
in paragraph 1 shall up to 15% of the annual turnover as defined under relevant Union law, in
the preceding business year, or twice t he amount or profits gained or losses avoided because of
the infringement where those can be determined.
4. For issuers of significant e-money tokens, the maximum amount of the fine referred to in
paragraph 1 shall up to 5% 15% of the annual turnover, as defined under relevant Union law,
in the preceding business year, or twice the amount or profits gained or losses avoided because
of the infringement where those can be determined.

Article 114
Periodic penalty payments
1. T he EBA shall, by decision, impose periodic penalty payments in order to compel:
(a) a person to put an end to an infringement in accordance with a decision taken pursuant to
Article 112;
(b) a person referred to in Article 104(1):
i) to supply complete information which has been requested by a decision pursuant to
Article 104;
ii) to submit to an investigation and in particular to produce complete records, data,
procedures or any other material required and to complete and correct other
information provided in an investigation launched by a decision pursuant to Article
105;
iii) to submit to an on-site inspection ordered by a decision taken pursuant to Article
106.
2. A periodic penalty payment shall be effective and proportionate. The periodic penalty payment
shall be imposed for each day of delay.
3. Notwithstanding paragraph 2, the amount of the periodic penalty payments shall be 3 % of the
average daily turnover in the preceding business year, or, in the case of natural persons, 2 % of

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 the average daily income in the preceding calendar year. It shall be calculated from the date
stipulated in the decision imposing the periodic penalty payment.
4. A periodic penalty payment shall be imposed for a maximum period of six months following
the notification of the EBA’s decision. Following the end of the period, the EBA shall review
the measure.

Article 115
Disclosure, nature, enforcement and allocation of fines and periodic penalty payments
1. T he EBA shall disclose to the public every fine and periodic penalty payment that has been
imposed pursuant to Articles 113 and 114 unless such disclosure to the public would seriously
jeopardise the financial stability or cause disproportionate damage to the parties involved. Such
disclosure shall not contain personal data within the meaning of Regulation (EU) 2016/67914 8.
2. Fines and periodic penalty payments imposed pursuant to Articles 113 and 114 shall be of an
administrative nature.
3. Where the EBA decides to impose no fines or penalty payments, it shall inform the European
P arliament, the Council, the Commission, and the competent authorities of the Member State
concerned accordingly and shall set out the reasons for its decision.
4. Fines and periodic penalty payments imposed pursuant to Articles 113 and 114 shall be
enforceable.
5. Enforcement shall be governed by the rules of civil procedure in force in the State in the territory
of which it is carried out.
6. T he amounts of the fines and periodic penalty payments shall be allocated to the general budget
of the European Union.

Article 116
Procedural rules for taking supervisory measures and imposing fines
1. Where, in carrying out its duties under Articles 98, the EBA finds that there are serious
indications of the possible existence of facts liable to constitute one or more of the infringements
listed in Annexes V or VI, the EBA shall appoint an independent investigation officer within
the EBA to investigate the matter. The appointed officer shall not be involved or have been
directly or indirectly involved in the supervision of the issuers of significant asset-referenced
tokens or issuers of significant e-money tokens and shall perform its functions independently
from the EBA.
2. T he investigation officer referred to in paragraph 1 shall investigate the alleged infringements,
taking into account any comments submitted by the persons who are subject to the
investigations, and shall submit a complete file with his findings to EBA.
3. In order to carry out its tasks, the investigation officer may exercise the power to request
information in accordance with Article 104 and to conduct investigations and on -site inspections

48
Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of
natural persons with regard to the processing of personal data and on the free movement of such data, and repealing
Directive 95/46/EC (General Data Protection Regulation) (OJ L 119, 4.5.2016, p. 1).

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 in accordance with Articles 105 and 106. When using those powers, the investigation officer
shall comply with Article 103.
4. Where carrying out his tasks, the investigation officer shall have access to all documents and
information gathered by the EBA in its supervisory activities.
5. Upon completion of his or her investigation and before submitting the file with his findings to
the EBA, the investigation officer shall give the persons subject to the investigations the
opportunity to be heard on the matters being investigated. T he investigation officer shall base
his or her findings only on facts on which the persons concerned have had the opportunity to
comment.
6. T he rights of the defence of the persons concerned shall be fully respected during investigations
under this Article.
7. When submitting the file with his findings to the EBA, the investigation officer shall notify the
persons who are subject to the investigat ions. The persons subject to the investigations shall be
entitled to have access to the file, subject to the legitimate interest of other persons in the
protection of their business secrets. T he right of access to the file shall not extend to confidential
information affecting third parties or the EBA’s internal preparatory documents.
8. On the basis of the file containing the investigation officer’s findings and, when requested by
the persons subject to the investigations, after having heard those persons in accordance with
Article 117, the EBA shall decide if one or more of the infringements of provisions listed in
Annex V or VI have been committed by the issuer of significant asset -referenced tokens or the
issuer of significant e-money tokens subject to the investigations and, in such a case, shall take
a supervisory measure in accordance with Article 112 and/or impose a fine in accordance with
Article 113.
9. T he investigation officer shall not participate in EBA’s deliberations or in any other way
intervene in EBA’s decision-making process.
10. T he Commission shall adopt delegated acts in accordance with Article 121 by [please insert
date 12 months after entry into force] specifying further the rules of procedure for the exercise
of the power to impose fines or periodic penalty payments, including provisions on the rights of
the defence, temporal provisions, and the collection of fines or periodic penalty payments, and
the limitation periods for the imposition and enforcement of fines and periodic penalty
payments.
11. T he EBA shall refer matters to the appropriate national authorities for investigation and possible
criminal prosecution where, in carrying out its duties under this Regulation, it finds that there
are serious indications of the possible existence of facts liable to constitute criminal offences.
In addition, the EBA shall refrain from imposing fines or periodic penalty payments where a
prior acquittal or conviction arising from identical fact or facts which are substantially the same
has already acquired the force of res judicata as the result of criminal proceedings under national
law.

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 Article 117
Hearing of persons concerned
1. Before taking any decision pursuant to Articles 112, 113 and 114, the EBA shall give the persons
subject to the proceedings the opportunity to be heard on its findings. T he EBA shall base its
decisions only on findings on which the persons subject to the proceedings have had an
opportunity to comment.
2. P aragraph 1 shall not apply if urgent action is needed in order t o prevent significant and
imminent damage to the financial stability or consumer protection. In such a case the EBA may
adopt an interim decision and shall give the persons concerned the opportunity to be heard as
soon as possible after taking its decision.
3. T he rights of the defence of the persons subject to investigations shall be fully respected in the
proceedings. T hey shall be entitled to have access to the EBA’s file, subject to the legitimate
interest of other persons in the protection of their business secrets. T he right of access to the file
shall not extend to confidential information or the EBA’s internal preparatory documents.

Article 118
Review by the Court of Justice
T he Court of Justice shall have unlimited jurisdiction to review decisions whereby the EBA has imposed
a fine or a periodic penalty payment or imposed any other sanction or administrative measure in
accordance with this Regulation. It may annul, reduce or increase the fine or periodic penalty payment
imposed.

Article 119
Supervisory fees
1. T he EBA shall charge fees to the issuers of significant asset -referenced tokens and the issuers
of significant e-money tokens in accordance with this Regulation and in accordance with the
delegated acts adopted pursuant to paragraph 3. T hose fees shall cover the EBA’s expenditure
relating to the supervision of issuers of significant asset -referenced tokens and the supervision
of issuers of significant e-money token issuers in accordance with Article 98, as well as the
reimbursement of costs that the competent authorities may incur carrying out work pursuant to
this Regulation, in particular as a result of any delegation of tasks in accordance with Article
120.
2. T he amount of the fee charged to an individual issuer of significant asset -referenced tokens shall
be proportionate to the size of its reserve assets and shall cover all costs incurred by the EBA
for the performance of its supervisory tasks in accordance with this Regulation.
(11) T he amount of the fee charged to an individual issuer of significant e-money tokens shall
be proportionate to the size of the e-money issued in exchanged of funds and shall cover all
costs incurred by the EBA for the performance of its supervisory tasks in accordance with this
Regulation.
3. T he Commission shall adopt a delegated act in accordance with Article 121 by [please insert
date 12 months after entry into force] to specify the type of fees, the matters for which fees are
due, the amount of the fees and the manner in which they are to be paid and the methodology to
calculate the maximum amount per entity under paragraph 2 that can be charged by the EBA.

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 Article 120
Delegation of tasks by the EBA to competent authorities
1. Where necessary for the proper performance of a supervisory task for issuers of significant asset-
referenced tokens or significant e-money tokens, the EBA may delegate specific supervisory
tasks to the competent authority of a Member State. Such specific supervisory tasks may, in
particular, include the power to carry out requests for info rmation in accordance with Article
104 and to conduct investigations and on-site inspections in accordance with Article 105 and
Article 106.
2. P rior to delegation of a task, the EBA shall consult the relevant competent authority about:
(a) the scope of the task to be delegated;
(b) the timetable for the performance of the task; and
(c) the transmission of necessary information by and to the EBA.
3. In accordance with the regulation on fees adopted by the Commission pursuant to Article 119(3),
the EBA shall reimburse a competent authority for costs incurred as a result of carrying out
delegated tasks.
4. T he EBA shall review the decision referred to in paragraph 1 at appropriate intervals. A
delegation may be revoked at any time.

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 Article 121
Exercise of the delegation
1. T he power to adopt delegated acts is conferred on the Commission subject to the conditions laid
down in this Article.
2. T he power to adopt delegated acts referred to in Articles 3(2), 39(6), 116(10) and 119(3) shall
be conferred on the Commission for a period of 36 months from … [please insert date of entry
into force of this Regulation].
3. T he delegation of powers referred to in Articles 3(2), 39(6), 116(10) and 119(3) may be revoked
at any time by the European Parliament or by the Council. A decision to revoke shall put an end
to the delegation of the power specified in that decision. It sh all take effect the day following
the publication of the decision in the Official Journal of the European Union or at a later date
specified therein. It shall not affect the validity of any delegated acts already in force.
4. Before adopting a delegated act, the Commission shall consult experts designated by each
Member State in accordance with the principles laid down in the Interinstitutional Agreement
of 13 April 2016 on Better Law-Making.
5. As soon as it adopts a delegated act, the Commission shall not ify it simultaneously to the
European P arliament and to the Council.
6. A delegated act adopted pursuant to Articles 3(2), 39(6), 116(10) and 119(3) shall enter into
force only if no objection has been expressed either by the European P arliament or by the
Council within a period of three months of notification of that act to the European Parliament
and to the Council or if, before the expiry of that period, the European P arliament and the
Council have both informed the Commission that they will not object. T hat period shall be
extended by three months at the initiative of the European Parliament or of the Council.

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 Compromise K: Titl e IX Transitional and final provisions (Articles 122-126) Formatted: English (United Kingdom)
Formatted: English (United Kingdom)
Formatted: List Number 4, Indent: Left: 1,5 cm
Covering AMs 1119- 1149, AMs fall if compromise is adopted Formatted: Indent: Left: 1,5 cm

Article 122
Report
1. By … [36 months after the date of entry into force of this Regulation] after consulting the EBA
and ESMA, the Commission shall present a report to the European Parliament and the Council
on the application of this Regulation, where appropriate accompanied by a legislative proposal.
2. T he report shall contain the following:
(a) the number of issuances of crypto-assets in the EU, the number of crypto-asset white
papers registered with the competent authorities, the type of crypto -assets issued and their
market capitalisation, the number of crypto-assets admitted to trading on a trading
platform for crypto-assets;
(b) an estimation of the number of EU residents using or investing in crypto -assets issued in
the EU;
(ba) an estimation of the number of EU residents using crypto-assets service providers not Formatted: Strikethrough
registered in the EU or investing in crypto-assets issued and offered outside the EU Formatted: Point 1, Indent: Left: 0 cm, First line: 0 cm

(c) the number and value of fraud, scams, hacks, th e u se of crypto-assets in ransomware Formatted: Strikethrough

attacks and thefts of crypto-assets reported in the EU, types of fraudulent behaviour, the Formatted: Strikethrough, Pattern: Clear
number of complaints received by crypto-asset service providers and issuers of asset-
referenced tokens, the number of complaints received by competent authorities and the
subjects of the complaints received;
(d) the number of issuers of asset-referenced tokens authorised under this Regulation, and an
analysis of the categories of assets included in the reserves, the size of the reserves and
the volume of payments in asset-referenced tokens;
(e) the number of issuers of significant asset -referenced tokens authorised under this
Regulation, and an analysis of the categories of assets included in the reserves, the size of
the reserves and the volume of payments in significant asset-referenced tokens;
(f) the number of issuers of e-money tokens authorised under this Regulation and under
Directive 2009/110/EC, and an analysis of the currencies backing the e -money tokens, the
size of the reserves and the volume of payments in e-money tokens;
(g) the number of issuers of significant e-money tokens authorised under this Regulation and
under Directive 2009/110/EC, and an analysis of the currencies backing the significant e-
money tokens, the size of the reserves and the volume of payments in significant e-money
tokens;
(h) an assessment of the functioning of the market for crypto -asset services in the Union,
including of market development and trends, taking into account the experience of the

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 supervisory authorities, the number of crypto-asset service providers authorised and their
respective average market share;
(i) an assessment of the level of consumer protection, including from the point of view of the
operational resilience of issuers of crypto-assets and crypto-asset service providers,
market integrity and financial stability provided by this Regulation;
(ib) an assessment of fraudulent marketing communicatons and scams involving crypto-
assets occuring through social media networks;
(ic) an assessment of the level of threat of money laundering, terrorist financing and other
criminal activity in relation to crypto-assets channelled through decentralised finance
systems and the necessity and feasibility to establish appropriate and effective measures,
including transactional restrictions on payments in crypto-assets for goods and services
involving payments above a de minimis thresholds, stronger intelligence channels and
a regime of effective, proportionnate and dissuasive sanctions to prevent illicit
transactions in crypto-assets;
(j) an assessment of whether the scope of crypto-asset services covered by this Regulation is
appropriate and whether any adjustment to the definitions set out in this Regulation is
needed; and whether any additional innovative crypto-asset forms would need to be
added to this regulation;
(ja) an assessment of whether the prudential requirements for crypto-assets service
providers are appropriate and whether they should be aligned with the requirements for
initial capital and own funds applicable to investment firms under Regulation (EU)
2019/2033 and Directive 2019/2034 EU,
an assessment of the appropriateness of the thresholds to determine significant asset-
referenced tokens and significant e-money tokens set out in Article 39 of this regulation
and the impact on this regulation on decentralised finance applciations.
(k) an assessment of whether an equivalence regime should be established for third-country
crypto-asset service providers, issuers of asset -referenced tokens or issuers of e-money
tokens under this Regulation;
(l) an assessment of whether the exemptions under Articles 4 and 15 are appropriate;
(m) an assessment of the impact of this Regulation on the proper functioning of the internal
market for crypto-assets, including any impact on the access to finance for small and
medium-sized enterprises and on the development of new means of payment instruments;
(n) a description of developments in business models and technologies in the crypto -asset
market with a particular focus on the environmental impact of new technologies;
(o) an appraisal of whether any changes are needed to the measures set out in this Regulation
to ensure consumer protection, market integrity and financial stability;
(p) the application of administrative penalties and other administrative measures;
(q) an evaluation of the cooperation between the competent authorities, the EBA and ESMA,
and an assessment of advantages and disadvantages of the competent authorities and the
EBA being responsible for supervision under this Regulation;

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 (r) the costs of complying with this Regulation for issuers of crypto -assets, other than asset-
referenced tokens and e-money tokens as a percentage of the amount raised through
crypto-asset issuances;
(s) the costs for crypto-asset service providers to comply with this Regulation as a percentage
of their operational costs;
(t) the costs for issuers of issuers of asset -referenced tokens and issuers of e-money tokens to
comply with this Regulation as a percentage of t heir operational costs;
(u) the number and amount of administrative fines and criminal penalties imposed for
infringements of this Regulation by competent authorities and the EBA.
2a. Each year after the publication of the report referred to in paragraph 1, ESMA shall present a
brief report on the state of European markets in crypto assets describing the most important
statistics, trends and risks.
Article 122a
ESMA annual report on market developments
By ... [12 months from the date of application of this Regulation] and every year thereafter, ESMA, in
close cooperation with the EBA, shall submit a report to the European Parliament and to the Council
on the application of this Regulation and the developments in the markets in crypto-assets. The report
shall be made publicly available.
The report shall include the following elements:
a) the number of issuances of crypto-assets in the Union, the number of crypto-asset white paper
registered with the competent authorities, the type of crypto-asset issued and their market
capitalisation, the number of crypto-assets admitted to trading on a trading platform for crypto-
assets;
b) the number of issuers of asset-referenced tokens authorised under this Regulation, and an
analysis of the categories of assets included in the reserves, the size of the reserves and the
volume of payments in asset-referenced tokens;
c) the number of issuers of e-money tokens authorised under this Regulation and under Directive
2009/110/EC, and an analysis of the currencies backing the e-money tokens, the size of the
reserves and the volume of payments in e-money tokens;
d) the number of issuers of significant e-money tokens authorised under this Regulation and
under Directive 2009/110/EC, and an analysis of the currencies backing the significant e-
money tokens, the size of the reserves and the volume of payments in significant e -money
tokens;
e) an estimation of the number of Union residents using or investing in crypto-assets issued in
the Union;
f) an estimation of the number of Union residents using or investing in crypto-assets issued and
offered by crypto-assets service providers outside the Union;
g) a mapping of the geographical location and level of KYC and customer due diligence
procedures of unauthorised exchanges providing services in crypto-assets to Union residents,
including number of exchanges without a clear domiciliation and number of exchanges

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 located in jurisdictions included in the EUAML/CFT list of high-risk third countries or in the
list of non-cooperative jurisdictions for tax purposes, classified by level of compliance with
adequate KYC procedures;
h) volume of transactions in decentralised finance protocols and decentralised exchanges,
accompanied by an analysis of risks posed for money laundering, terrorist financing and other
criminal activities;
i) proportion of transactions in crypto-assets that occur through a crypto asset service provider
or unauthorised service provider or peer-to-peer, and transaction volume;
j) the number and value of fraud, scams, hacks, cyberattacks, ransomwares, thefts or losses of
crypto-assets reported in the Union, types of fraudulent behaviour, the number of complaints
received by crypto-asset service providers and issuers of asset-referenced tokens, the number
of complaints received by competent authorities and the subjects of the complaints received;
k) number of complaints received by crypto-asset service providers, issuers of crypto-assets and
national competent authorities in relation to false and misleading information contained in the
crypto-asset key information sheet or in marketing communications, including via social media
platforms;
l) possible approaches and options, based on best practices and reports by relevant international
organisations, to mitigate financial crime risks and illicit activity connected with the use of
crypto-assets.
m) possible approaches and options, based on best practices and reports by relevant international
organisations, to contain and sanction the circumvention of the standards of this Regulation
by third-country actors providing crypto-asset services in the Union without authorisation.

Member States and EBA shall provide ESMA with the information necessary for the preparation of the report.
For the purpose of the report, the Commission may request information from law enforcement agencies

Article 123
Transitional measures
1. Articles 4 to 14 shall not apply to crypto-assets, other than asset-referenced tokens and e-money
tokens, which were offered to the public in the Union or admitted to trading on a trading platform
for crypto-assets before [please insert date of entry into application].
2. By way of derogation from this Regulation, crypto-asset service providers which provided their
services in accordance with applicable law before [please insert the date of entry into
application], may continue to do so until [please insert the date 18 12 6 months after the date
of application] or until they are granted an authorisation pursuant to Article 55, whichever is
sooner.
2a. By way of derogation from this Regulation, crypto-assets that are issued or made available
and/or traded in the Union or admitted for trading on a trading platform for crypto-assets on
or after [please insert the date of entry into application] in accordance with the laws applicable
to such crypto-assets prior to the date of application of this Regulation, may continue to be

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 offered and/or traded for a period until [please insert the date 18 12 6 months after the date of
application] or until they are granted or finally refused an authorization in accordance with
this Regulation, provided that the offeror of such crypto-assets has applied for authorization
not later than [please insert the date 18 12 6 months after the date of application].
3. By way of derogation from Articles 54 and 55, Member States may apply a simplified procedure
for applications for an authorisation which are submitted between the [please insert the date of
application of this Regulation] and [please insert the date 18 12 6 months after the date of
application] by entities that, at the time of entry into force of this Regulation, were authorised
under national law to provide crypto-asset services. T he competent authorities shall ensure that
the requirements laid down in Chapters 2 and 3 of T itle IV are complied with before granting
authorisation pursuant to such simplified procedures.
4. T he EBA shall exercise its supervisory responsibilit ies pursuant to Article 98 from the date of
the entry into application of the delegated acts referred to in Article 39(6).

Article 124
Amendment of Directive (EU) 2019/1937
In P art I.B of the Annex to Directive (EU) 2019/1937, the following point is added:
"(xxi) Regulation (EU) …./… of the European P arliament and of the Council of … on Markets
in Crypto-Assets (EU) 2021/XXX, and amending Directive (EU) 2019/37 (OJ L …) 4 9."

Article 125
Transposition of amendment of Directive (EU) 2019/1937
1. Member States shall adopt, publish and apply, by … [12 months after the date of entry into force
of this Regulation], the laws, regulations and administrative provisions necessary to comply
with Article 97. However, if that date precedes the date of transp osition referred to in Article
26(1) of Directive (EU) 2019/1937, the application of such laws, regulations and administrative
provisions shall be postponed until the date of transposition referred to in Article 26(1) of
Directive (EU) 2019/1937.
2. Member States shall communicate to the Commission, the EBA and ESMA the text of the main
provisions of national law which they adopt in the field covered by Article 97.

Article 126
Entry into force and appl ication
1. T his Regulation shall enter into force on the twentieth day following that of its publication in
the Official Journal of the European Union.
2. T his Regulation shall apply from [please insert date 18 months after the date of entry into force].
3. However, the provisions laid down in T itle III and T itle IV shall apply from [please insert the
date of the entry into force].

49
OJ: Please insert in the text the number, date and OJ reference of this Regulation.

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 4. T his Regulation shall be binding in its entirety and directly applicable in all Member States.

Done at Brussels,
For the European Parliament

Formatted: Normal

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