Regolamento art MICAR sulle crypto testo multilingue 2023/1114 EN

(2)	‘ distributed_ledger’ means an information repository that keeps records of transactions and that is shared across, and synchronised between, a set of DLT_network_nodes using a consensus_mechanism;

(3)	‘ consensus_mechanism’ means the rules and procedures by which an agreement is reached, among DLT_network_nodes, that a transaction is validated;

(4)	‘ DLT_network_node’ means a device or process that is part of a network and that holds a complete or partial replica of records of all transactions on a distributed_ledger;

(5)	‘ crypto-asset’ means a digital representation of a value or of a right that is able to be transferred and stored electronically using distributed_ledger_technology or similar technology;

(6)	‘ 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 referencing another value or right or a combination thereof, including one or more official currencies;

(7)	‘ electronic_money_token’ or ‘e-money token’ means a type of crypto-asset that purports to maintain a stable value by referencing the value of one official_currency;

(8)	‘ official_currency’ means an official_currency of a country that is issued by a central bank or other monetary authority;

(9)	‘ utility_token’ means a type of crypto-asset that is only intended to provide access to a good or a service supplied by its issuer;

(10)	‘ issuer’ means a natural or legal person, or other undertaking, who issues crypto-assets;

(11)	‘applicant issuer’ means an issuer of asset-referenced_tokens or e-money tokens who applies for authorisation to offer_to_the_public or seeks the admission to trading of those crypto-assets;

(12)	‘ offer_to_the_public’ means a communication to persons in any form, and by any means, presenting sufficient information on the terms of the offer and the crypto-assets to be offered so as to enable prospective holders to decide whether to purchase those crypto-assets;

(13)	‘ offeror’ means a natural or legal person, or other undertaking, or the issuer, who offers crypto-assets to the public;

(14)	‘ funds’ means funds as defined in Article 4, point (25), of Directive (EU) 2015/2366;

(15)	‘ crypto-asset service provider’ means a legal person or other undertaking whose occupation or business is the provision of one or more crypto-asset services to clients on a professional basis, and that is allowed to provide crypto-asset services in accordance with Article 59;

(16)

‘ crypto-asset service’ means any of the following services and activities relating to any crypto-asset:

(a)	providing custody and administration of crypto-assets on behalf of clients;

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

(c)	exchange of crypto-assets for funds;

(d)	exchange of crypto-assets for other crypto-assets;

(e)	execution of orders for crypto-assets on behalf of clients;

(f)	placing of crypto-assets;

(g)	reception and transmission of orders for crypto-assets on behalf of clients;

(h)	providing advice on crypto-assets;

(i)	providing portfolio management on crypto-assets;

(j)	providing transfer services for crypto-assets on behalf of clients;

(17)	‘providing custody and administration of crypto-assets on behalf of clients’ means the safekeeping or controlling, on behalf of clients, of crypto-assets or of the means of access to such crypto-assets, where applicable in the form of private cryptographic keys;

(18)

‘operation of a trading platform for crypto-assets’ means the management of one or more multilateral systems, which bring together or facilitate the bringing together of multiple third-party purchasing and selling interests in crypto-assets, in the system and in accordance with its rules, in a way that results in a contract, either by exchanging crypto-assets for funds or by the exchange of crypto-assets for other crypto-assets;

(19)	‘exchange of crypto-assets for funds’ means the conclusion of purchase or sale contracts concerning crypto-assets with clients for funds by using proprietary capital;

(20)	‘exchange of crypto-assets for other crypto-assets’ means the conclusion of purchase or sale contracts concerning crypto-assets with clients for other crypto-assets by using proprietary capital;

(21)

‘execution of orders for crypto-assets on behalf of clients’ means the conclusion of agreements, on behalf of clients, to purchase or sell one or more crypto-assets or the subscription on behalf of clients for one or more crypto-assets, and includes the conclusion of contracts to sell crypto-assets at the moment of their offer_to_the_public or admission to trading;

(22)	‘placing of crypto-assets’ means the marketing, on behalf of or for the account of the offeror or a party related to the offeror, of crypto-assets to purchasers;

(23)	‘reception and transmission of orders for crypto-assets on behalf of clients’ means the reception from a person of an order to purchase or 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;

(24)

‘providing advice on crypto-assets’ means offering, giving or agreeing to give personalised recommendations to a client, either at the client’s request or on the initiative of the crypto-asset service provider providing the advice, in respect of one or more transactions relating to crypto-assets, or the use of crypto-asset services;

(25)	‘providing portfolio management of crypto-assets’ means managing portfolios in accordance with mandates given by clients on a discretionary client-by- client basis where such portfolios include one or more crypto-assets;

(26)	‘providing transfer services for crypto-assets on behalf of clients’ means providing services of transfer, on behalf of a natural or legal person, of crypto-assets from one distributed_ledger address or account to another;

(27)

‘ management_body’ means the body or bodies of an issuer, offeror or person seeking admission to trading, or of a crypto-asset service provider, which are appointed in accordance with national law, which are empowered to set the entity’s strategy, objectives and overall direction, and which oversee and monitor management decision-making in the entity and include the persons who effectively direct the business of the entity;

(28)	‘ credit_institution’ means a credit_institution as defined in Article 4(1), point (1), of Regulation (EU) No 575/2013 and authorised under Directive 2013/36/EU;

(29)	‘ investment_firm’ means an investment_firm as defined in Article 4(1), point (2), of Regulation (EU) No 575/2013 and authorised under Directive 2014/65/EU;

(30)	‘ qualified_investors’ means persons or entities that are listed in Section I, points (1) to (4), of Annex II to Directive 2014/65/EU;

(31)	‘ close_links’ means close_links as defined in Article 4(1), point (35), of Directive 2014/65/EU;

(32)	‘ reserve of assets’ means the basket of reserve assets securing the claim against the issuer;

(33)

‘ home_Member_State’ means:

(a)	where the offeror or person seeking admission to trading of crypto-assets other than asset-referenced_tokens or e-money tokens has its registered office in the Union, the Member State where that offeror or person has its registered office;

(b)

where the offeror or person seeking admission to trading of crypto-assets other than asset-referenced_tokens or e-money tokens has no registered office in the Union but does have one or more branches in the Union, the Member State chosen by that offeror or person from among the Member States where it has branches;

(c)

where the offeror or person seeking admission to trading of crypto-assets other than asset-referenced_tokens or e-money tokens is established in a third country and has no branch in the Union, either the Member State where the crypto-assets are intended to be offered to the public for the first time or, at the choice of the offeror or person seeking admission to trading, the Member State where the first application for admission to trading of those crypto-assets is made;

(d)	in the case of an issuer of asset-referenced_tokens, the Member State where the issuer of asset-referenced_tokens has its registered office;

(e)	in the case of an issuer of e-money tokens, the Member State where the issuer of e-money tokens is authorised as a credit_institution under Directive 2013/36/EU or as an electronic_money_institution under Directive 2009/110/EC;

(f)	in the case of crypto-asset service providers, the Member State where the crypto-asset service provider has its registered office;

(34)

‘ host_Member_State’ means the Member State where an offeror or person seeking admission to trading has made an offer_to_the_public of crypto-assets or is seeking admission to trading, or where a crypto-asset service provider provides crypto-asset services, where different from the home_Member_State;

(35)

‘ competent_authority’ means one or more authorities:

(a)	designated by each Member State in accordance with Article 93 concerning offerors, persons seeking admission to trading of crypto-assets other than asset-referenced_tokens and e-money tokens, issuers of asset-referenced_tokens, or crypto-asset service providers;

(b)	designated by each Member State for the application of Directive 2009/110/EC concerning issuers of e-money tokens;

(36)

‘ 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 of the voting rights, as set out in Articles 9 and 10 of Directive 2004/109/EC of the European Parliament and of the Council (32), respectively, taking into account the conditions for the aggregation thereof laid down in Article 12(4) and (5) of that Directive, or which makes it possible to exercise a significant influence over the management of the issuer of asset-referenced_tokens or the management of the crypto-asset service provider in which that holding subsists;

(37)	‘ retail_holder’ means any natural person who is acting for purposes which are outside that person’s trade, business, craft or profession;

(38)

‘ online_interface’ means any software, including a website, part of a website or an application, that is operated by or on behalf of an offeror or crypto-asset service provider, and which serves to give holders of crypto-assets access to their crypto-assets and to give clients access to crypto-asset services;

(39)	‘ client’ means any natural or legal person to whom a crypto-asset service provider provides crypto-asset services;

(40)	‘ matched_principal_trading’ means matched_principal_trading as defined in Article 4(1), point (38), of Directive 2014/65/EU;

(41)	‘ payment_services’ means payment_services as defined in Article 4, point (3), of Directive (EU) 2015/2366;

(42)	‘ payment_service_provider’ means a payment_service_provider as defined in Article 4, point (11), of Directive (EU) 2015/2366;

(43)	‘ electronic_money_institution’ means an electronic_money_institution as defined in Article 2, point (1), of Directive 2009/110/EC;

(44)	‘ electronic_money’ means electronic_money as defined in Article 2, point (2), of Directive 2009/110/EC;

(45)	‘ personal_data’ means personal_data as defined in Article 4, point (1), of Regulation (EU) 2016/679;

(46)	‘ payment_institution’ means a payment_institution as defined in Article 4, point (4), of Directive (EU) 2015/2366;

(47)	‘ UCITS_management_company’ means a management company as defined in Article 2(1), point (b), of Directive 2009/65/EC of the European Parliament and of the Council (33);

(48)	‘ alternative_investment_fund_manager’ means an AIFM as defined in Article 4(1), point (b), of Directive 2011/61/EU of the European Parliament and of the Council (34);

(49)	‘ financial_instrument’ means financial_instruments as defined in Article 4(1), point (15), of Directive 2014/65/EU;

(50)	‘ deposit’ means a deposit as defined in Article 2(1), point (3), of Directive 2014/49/EU;

(51)	‘structured deposit’ means a structured deposit as defined in Article 4(1), point (43), of Directive 2014/65/EU.

2. The Commission shall adopt delegated acts in accordance with Article 139 to supplement this Regulation by further specifying technical elements of the definitions laid down in paragraph 1 of this Article, and to adjust those definitions to market developments and technological developments.

TITLE II

CRYPTO-ASSETS OTHER THAN ASSET-REFERENCED TOKENS OR E-MONEY TOKENS

Article 3

Definitions

1. For the purposes of this Regulation, the following definitions apply:

(1)	‘ distributed_ledger_technology’ or ‘DLT’ means a technology that enables the operation and use of distributed_ledgers;

(2)	‘ distributed_ledger’ means an information repository that keeps records of transactions and that is shared across, and synchronised between, a set of DLT_network_nodes using a consensus_mechanism;

(3)	‘ consensus_mechanism’ means the rules and procedures by which an agreement is reached, among DLT_network_nodes, that a transaction is validated;

(4)	‘ DLT_network_node’ means a device or process that is part of a network and that holds a complete or partial replica of records of all transactions on a distributed_ledger;

(5)	‘ crypto-asset’ means a digital representation of a value or of a right that is able to be transferred and stored electronically using distributed_ledger_technology or similar technology;

(6)	‘ 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 referencing another value or right or a combination thereof, including one or more official currencies;

(7)	‘ electronic_money_token’ or ‘e-money token’ means a type of crypto-asset that purports to maintain a stable value by referencing the value of one official_currency;

(8)	‘ official_currency’ means an official_currency of a country that is issued by a central bank or other monetary authority;

(9)	‘ utility_token’ means a type of crypto-asset that is only intended to provide access to a good or a service supplied by its issuer;

(10)	‘ issuer’ means a natural or legal person, or other undertaking, who issues crypto-assets;

(11)	‘applicant issuer’ means an issuer of asset-referenced_tokens or e-money tokens who applies for authorisation to offer_to_the_public or seeks the admission to trading of those crypto-assets;

(12)	‘ offer_to_the_public’ means a communication to persons in any form, and by any means, presenting sufficient information on the terms of the offer and the crypto-assets to be offered so as to enable prospective holders to decide whether to purchase those crypto-assets;

(13)	‘ offeror’ means a natural or legal person, or other undertaking, or the issuer, who offers crypto-assets to the public;

(14)	‘ funds’ means funds as defined in Article 4, point (25), of Directive (EU) 2015/2366;

(15)	‘ crypto-asset service provider’ means a legal person or other undertaking whose occupation or business is the provision of one or more crypto-asset services to clients on a professional basis, and that is allowed to provide crypto-asset services in accordance with Article 59;

(16)

‘ crypto-asset service’ means any of the following services and activities relating to any crypto-asset:

(a)	providing custody and administration of crypto-assets on behalf of clients;

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

(c)	exchange of crypto-assets for funds;

(d)	exchange of crypto-assets for other crypto-assets;

(e)	execution of orders for crypto-assets on behalf of clients;

(f)	placing of crypto-assets;

(g)	reception and transmission of orders for crypto-assets on behalf of clients;

(h)	providing advice on crypto-assets;

(i)	providing portfolio management on crypto-assets;

(j)	providing transfer services for crypto-assets on behalf of clients;

(17)	‘providing custody and administration of crypto-assets on behalf of clients’ means the safekeeping or controlling, on behalf of clients, of crypto-assets or of the means of access to such crypto-assets, where applicable in the form of private cryptographic keys;

(18)

(19)	‘exchange of crypto-assets for funds’ means the conclusion of purchase or sale contracts concerning crypto-assets with clients for funds by using proprietary capital;

(20)	‘exchange of crypto-assets for other crypto-assets’ means the conclusion of purchase or sale contracts concerning crypto-assets with clients for other crypto-assets by using proprietary capital;

(21)

(22)	‘placing of crypto-assets’ means the marketing, on behalf of or for the account of the offeror or a party related to the offeror, of crypto-assets to purchasers;

(23)	‘reception and transmission of orders for crypto-assets on behalf of clients’ means the reception from a person of an order to purchase or 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;

(24)

(25)	‘providing portfolio management of crypto-assets’ means managing portfolios in accordance with mandates given by clients on a discretionary client-by- client basis where such portfolios include one or more crypto-assets;

(26)	‘providing transfer services for crypto-assets on behalf of clients’ means providing services of transfer, on behalf of a natural or legal person, of crypto-assets from one distributed_ledger address or account to another;

(27)

(28)	‘ credit_institution’ means a credit_institution as defined in Article 4(1), point (1), of Regulation (EU) No 575/2013 and authorised under Directive 2013/36/EU;

(29)	‘ investment_firm’ means an investment_firm as defined in Article 4(1), point (2), of Regulation (EU) No 575/2013 and authorised under Directive 2014/65/EU;

(30)	‘ qualified_investors’ means persons or entities that are listed in Section I, points (1) to (4), of Annex II to Directive 2014/65/EU;

(31)	‘ close_links’ means close_links as defined in Article 4(1), point (35), of Directive 2014/65/EU;

(32)	‘ reserve of assets’ means the basket of reserve assets securing the claim against the issuer;

(33)

‘ home_Member_State’ means:

(a)	where the offeror or person seeking admission to trading of crypto-assets other than asset-referenced_tokens or e-money tokens has its registered office in the Union, the Member State where that offeror or person has its registered office;

(b)

(c)

(d)	in the case of an issuer of asset-referenced_tokens, the Member State where the issuer of asset-referenced_tokens has its registered office;

(e)	in the case of an issuer of e-money tokens, the Member State where the issuer of e-money tokens is authorised as a credit_institution under Directive 2013/36/EU or as an electronic_money_institution under Directive 2009/110/EC;

(f)	in the case of crypto-asset service providers, the Member State where the crypto-asset service provider has its registered office;

(34)

(35)

‘ competent_authority’ means one or more authorities:

(a)	designated by each Member State in accordance with Article 93 concerning offerors, persons seeking admission to trading of crypto-assets other than asset-referenced_tokens and e-money tokens, issuers of asset-referenced_tokens, or crypto-asset service providers;

(b)	designated by each Member State for the application of Directive 2009/110/EC concerning issuers of e-money tokens;

(36)

(37)	‘ retail_holder’ means any natural person who is acting for purposes which are outside that person’s trade, business, craft or profession;

(38)

(39)	‘ client’ means any natural or legal person to whom a crypto-asset service provider provides crypto-asset services;

(40)	‘ matched_principal_trading’ means matched_principal_trading as defined in Article 4(1), point (38), of Directive 2014/65/EU;

(41)	‘ payment_services’ means payment_services as defined in Article 4, point (3), of Directive (EU) 2015/2366;

(42)	‘ payment_service_provider’ means a payment_service_provider as defined in Article 4, point (11), of Directive (EU) 2015/2366;

(43)	‘ electronic_money_institution’ means an electronic_money_institution as defined in Article 2, point (1), of Directive 2009/110/EC;

(44)	‘ electronic_money’ means electronic_money as defined in Article 2, point (2), of Directive 2009/110/EC;

(45)	‘ personal_data’ means personal_data as defined in Article 4, point (1), of Regulation (EU) 2016/679;

(46)	‘ payment_institution’ means a payment_institution as defined in Article 4, point (4), of Directive (EU) 2015/2366;

(47)	‘ UCITS_management_company’ means a management company as defined in Article 2(1), point (b), of Directive 2009/65/EC of the European Parliament and of the Council (33);

(48)	‘ alternative_investment_fund_manager’ means an AIFM as defined in Article 4(1), point (b), of Directive 2011/61/EU of the European Parliament and of the Council (34);

(49)	‘ financial_instrument’ means financial_instruments as defined in Article 4(1), point (15), of Directive 2014/65/EU;

(50)	‘ deposit’ means a deposit as defined in Article 2(1), point (3), of Directive 2014/49/EU;

(51)	‘structured deposit’ means a structured deposit as defined in Article 4(1), point (43), of Directive 2014/65/EU.

TITLE II

CRYPTO-ASSETS OTHER THAN ASSET-REFERENCED TOKENS OR E-MONEY TOKENS

Article 19

Content and form of the crypto-asset white paper for asset-referenced_tokens

1. A crypto-asset white paper for an asset-referenced_token shall contain all of the following information, as further specified in Annex II:

(a)	information about the issuer of the asset-referenced_token;

(b)	information about the asset-referenced_token;

(c)	information about the offer_to_the_public of the asset-referenced_token or its admission to trading;

(d)	information on the rights and obligations attached to the asset-referenced_token;

(e)	information on the underlying technology;

(f)	information on the risks;

(g)	information on the reserve of assets;

(h)	information on the principal adverse impacts on the climate and other environment-related adverse impacts of the consensus_mechanism used to issue the asset-referenced_token.

The crypto-asset white paper shall also include the identity of the person other than the issuer that offers to the public or seeks admission to trading pursuant to Article 16(1), second subparagraph, and the reason why that particular person offers that asset-referenced_token or seeks its admission to trading. In cases where the crypto-asset white paper is not drawn up by the issuer, the crypto-asset white paper shall also include the identity of the person that drew up the crypto-asset white paper and the reason why that particular person drew it up.

2. All information listed in paragraph 1 shall be fair, clear and not misleading. The crypto-asset white paper shall not contain material omissions and shall be presented in a concise and comprehensible form.

3. The crypto-asset white paper shall not contain any assertions as regards the future value of the crypto-assets, other than the statement referred to in paragraph 4.

4. The crypto-asset white paper shall contain a clear and unambiguous statement that:

(a)	the asset-referenced_token may lose its value in part or in full;

(b)	the asset-referenced_token may not always be transferable;

(c)	the asset-referenced_token may not be liquid;

(d)	the asset-referenced_token is not covered by the investor compensation schemes under Directive 97/9/EC;

(e)	the asset-referenced_token is not covered by the deposit guarantee schemes under Directive 2014/49/EU.

5. The crypto-asset white paper shall contain a statement from the management_body of the issuer of the asset-referenced_token. That statement shall confirm that the crypto-asset white paper complies with this Title and that, to the best of the knowledge of the management_body, the information presented in the crypto-asset white paper is fair, clear and not misleading and the crypto-asset white paper makes no omission likely to affect its import.

6. The crypto-asset white paper shall contain a summary, inserted after the statement referred to in paragraph 5, which shall in brief and non-technical language provide key information about the offer_to_the_public of the asset-referenced_token or the intended admission to trading of the asset-referenced_token. The summary shall be easily understandable and presented and laid out in a clear and comprehensive format, using characters of readable size. The summary of the crypto-asset white paper shall provide appropriate information about the characteristics of the asset-referenced_token concerned in order to help prospective holders of that asset-referenced_token to make an informed decision.

The summary shall contain a warning that:

(a)	it should be read as an introduction to the crypto-asset white paper;

(b)	the prospective holder should base any decision to purchase the asset-referenced_token on the content of the crypto-asset white paper as a whole and not on the summary alone;

(c)	the offer_to_the_public of the asset-referenced_token does not constitute an offer or solicitation to purchase financial_instruments and that any such offer or solicitation can be made only by means of a prospectus or other offer documents pursuant to the applicable national law;

(d)	the crypto-asset white paper does not constitute a prospectus as referred to in Regulation (EU) 2017/1129 or any other offer document pursuant to Union or national law.

The summary shall state that the holders of asset-referenced_tokens have a right of redemption at any time, and the conditions for such redemption.

7. The crypto-asset white paper shall contain the date of its notification and a table of contents.

8. The crypto-asset white paper shall be drawn up in an official language of the home_Member_State, or in a language customary in the sphere of international finance.

Where the asset-referenced_token is also offered in a Member State other than the issuer’s home_Member_State, the crypto-asset white paper shall also be drawn up in an official language of the host_Member_State, or in a language customary in the sphere of international finance.

9. The crypto-asset white paper shall be made available in a machine-readable format.

10. ESMA, in cooperation with EBA, shall develop draft implementing technical standards to establish standard forms, formats and templates for the purposes of paragraph 9.

ESMA shall submit the draft implementing technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

Power 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.

11. ESMA, in cooperation with EBA, shall develop draft regulatory technical standards on the content, methodologies and presentation of information referred to in paragraph 1, first subparagraph, point (h), in respect of the sustainability indicators in relation to adverse impacts on the climate and other environment‐related adverse impacts.

When developing the draft regulatory technical standards referred to in the first subparagraph, ESMA shall consider the various types of consensus_mechanisms used to validate transactions in crypto-assets, their incentive structures and the use of energy, renewable energy and natural resources, the production of waste and greenhouse gas emissions. ESMA shall update those regulatory technical standards in the light of regulatory and technological developments.

ESMA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

Power is delegated to the Commission to supplement this Regulation by adopting 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.

Article 22

Reporting on asset-referenced_tokens

1. For each asset-referenced_token with an issue value that is higher than EUR 100 000 000, the issuer shall report on a quarterly basis to the competent_authority the following information:

(a)	the number of holders;

(b)	the value of the asset-referenced_token issued and the size of the reserve of assets;

(c)	the average number and average aggregate value of transactions per day during the relevant quarter;

(d)	an estimate of the average number and average aggregate value of transactions per day during the relevant quarter that are associated to its uses as a means of exchange within a single currency area.

For the purposes of points (c) and (d) of the first subparagraph, ‘transaction’ shall mean any change of the natural or legal person entitled to the asset-referenced_token as a result of the transfer of the asset-referenced_token from one distributed_ledger address or account to another.

Transactions that are associated with the exchange for funds or other crypto-assets with the issuer or with a crypto-asset service provider shall not be considered associated to uses of the asset-referenced_token as a means of exchange, unless there is evidence that the asset-referenced_token is used for the settlement of transactions in other crypto-assets.

2. The competent_authority may require issuers of asset-referenced_tokens to comply with the reporting obligation referred to in paragraph 1 in respect of asset-referenced_tokens issued with a value of less than EUR 100 000 000.

3. Crypto-asset service providers that provide services related to asset-referenced_tokens shall provide the issuer of the asset-referenced_token with the information necessary to prepare the report referred to in paragraph 1, including by reporting transactions outside the distributed_ledger.

4. The competent_authority shall share the information received with the ECB and, where applicable, the central bank referred to in Article 20(4) and the competent authorities of host_Member_States.

5. The ECB and, where applicable, the central bank referred to in Article 20(4) may provide to the competent_authority their own estimates of the quarterly average number and average aggregate value of transactions per day that are associated to uses of the asset-referenced_token as a means of exchange within a single currency area.

6. EBA, in close cooperation with the ECB, shall develop draft regulatory technical standards to specify the methodology to estimate the quarterly average number and average aggregate value of transactions per day that are associated to uses of the asset-referenced_token as a means of exchange within a single currency area.

EBA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

7. EBA shall develop draft implementing technical standards to establish standard forms, formats and templates for the purposes of reporting referred to in paragraph 1 and the provision of the information referred to in paragraph 3.

EBA shall submit the draft implementing technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

Power 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 1093/2010.

Article 30

Ongoing information to holders of asset-referenced_tokens

1. Issuers of asset-referenced_tokens shall in a clear, accurate and transparent manner disclose, in a publicly and easily accessible place on their website, the amount of asset-referenced_tokens in circulation, and the value and composition of the reserve of assets referred to in Article 36. Such information shall be updated at least monthly.

2. Issuers of asset-referenced_tokens shall publish as soon as possible in a publicly and easily accessible place on their website a brief, clear, accurate and transparent summary of the audit report, as well as the full and unredacted audit report, in relation to the reserve of assets referred to in Article 36.

3. Without prejudice to Article 88, issuers of asset-referenced_tokens shall as soon as possible and in a clear, accurate and transparent manner disclose, in a publicly and easily accessible place, 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 of assets referred to in Article 36.

Article 32

Identification, prevention, management and disclosure of conflicts of interest

1. Issuers of asset-referenced_tokens shall implement and maintain effective policies and procedures to identify, prevent, manage and disclose conflicts of interest between themselves and:

(a)	their shareholders or members;

(b)	any shareholder or member, whether direct or indirect, that has a qualifying_holding in the issuers;

(c)	the members of their management_body;

(d)	their employees;

(e)	the holders of asset-referenced_tokens; or

(f)	any third party providing one of the functions as referred in Article 34(5), first subparagraph, point (h).

2. Issuers of asset-referenced_tokens shall, in particular, take all appropriate steps to identify, prevent, manage and disclose conflicts of interest arising from the management and investment of the reserve of assets referred to in Article 36.

3. Issuers of asset-referenced_tokens shall, in a prominent place on their website, disclose to the holders of their asset-referenced_tokens the general nature and sources of conflicts of interest referred to in paragraph 1 and the steps taken to mitigate them.

4. The disclosure referred to in paragraph 3 shall be sufficiently precise to enable the prospective holders of their asset-referenced_tokens to take an informed purchasing decision about the asset-referenced_tokens.

5. EBA shall develop draft regulatory technical standards to further specify:

(a)	the requirements for the policies and procedures referred to in paragraph 1;

(b)	the details and methodology for the content of the disclosure referred to in paragraph 3.

EBA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

Article 34

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 they are 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 be of sufficiently good repute and possess the appropriate knowledge, skills and experience, both individually and collectively, to perform their duties. In particular, they shall not have been convicted of offences relating to money laundering or terrorist financing or of any other offences that would affect their good repute. They shall also demonstrate that they are capable of committing sufficient time to effectively perform their duties.

3. The management_body of issuers of asset-referenced_tokens shall assess and periodically review the effectiveness of the policy arrangements and procedures put in place to comply with Chapters 2, 3, 5 and 6 of this Title and take appropriate measures to address any deficiencies in that respect.

4. Shareholders or members, whether direct or indirect, that have qualifying_holdings in issuers of asset-referenced_tokens shall be of sufficiently good repute and, in particular, shall not have been convicted of offences relating to money laundering or terrorist financing or of any other offences that would affect their good repute.

5. Issuers of asset-referenced_tokens shall adopt policies and procedures that are sufficiently effective to ensure compliance with this Regulation. Issuers of asset-referenced_tokens shall establish, maintain and implement, in particular, policies and procedures on:

(a)	the reserve of assets referred to in Article 36;

(b)	the custody of the reserve assets, including the segregation of assets, as specified in Article 37;

(c)	the rights granted to the holders of asset-referenced_tokens, as specified in Article 39;

(d)	the mechanism through which asset-referenced_tokens are issued and redeemed;

(e)	the protocols for validating transactions in asset-referenced_tokens;

(f)	the functioning of the issuers’ proprietary distributed_ledger_technology, where the asset-referenced_tokens are issued, transferred and stored using such distributed_ledger_technology or similar technology that is operated by the issuers or a third party acting on their behalf;

(g)	the mechanisms to ensure the liquidity of asset-referenced_tokens, including the liquidity management policy and procedures for issuers of significant asset-referenced_tokens referred to in Article 45;

(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)	the written consent of the issuers of asset-referenced_tokens given to other persons that might offer or seek the admission to trading of the asset-referenced_tokens;

(j)	complaints-handling, as specified in Article 31;

(k)	conflicts of interest, as specified in Article 32.

Where issuers of asset-referenced_tokens enter into arrangements as referred to in the first subparagraph, point (h), those arrangements shall be set out in a contract with the third-party entities. Those contractual arrangements shall set out the roles, responsibilities, rights and obligations both of the issuers of asset-referenced_tokens and of the third-party entities. Any contractual arrangement with cross-jurisdictional implications shall provide for an unambiguous choice of applicable law.

6. Unless they have initiated a redemption plan referred to in Article 47, 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. To that end, issuers of asset-referenced_tokens shall maintain all of their systems and security access protocols in conformity with the appropriate Union standards.

7. If the issuer of an asset-referenced_token decides to discontinue the provision of its services and activities, including by discontinuing the issue of that asset-referenced_token, it shall submit a plan to the competent_authority for approval of such discontinuation.

8. Issuers of asset-referenced_tokens shall identify sources of operational risk and minimise those risks through the development of appropriate systems, controls and procedures.

9. Issuers of asset-referenced_tokens shall establish a business continuity policy and plans to ensure, in the case of an interruption of their ICT 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.

10. Issuers of asset-referenced_tokens shall have in place internal control mechanisms and effective procedures for risk management, including effective control and safeguard arrangements for managing ICT systems as required by Regulation (EU) 2022/2554 of the European Parliament and of the Council (37). The procedures shall provide for a comprehensive assessment relating to the reliance on third-party entities as referred to in paragraph 5, first subparagraph, point (h), of this Article. 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 in that respect.

11. Issuers of asset-referenced_tokens shall have systems and procedures in place that are adequate to safeguard the availability, authenticity, integrity and confidentiality of data as required by Regulation (EU) 2022/2554 and in line with Regulation (EU) 2016/679. Those systems shall record and safeguard relevant data and information collected and produced in the course of the issuers’ activities.

12. Issuers of asset-referenced_tokens shall ensure that they are regularly audited by independent auditors. The results of those audits shall be communicated to the management_body of the issuer concerned and made available to the competent_authority.

13. By 30 June 2024, EBA, in close cooperation with ESMA and the ECB, shall issue guidelines in accordance with Article 16 of Regulation (EU) No 1093/2010 specifying the minimum content of the governance arrangements on:

(a)	the monitoring tools for the risks referred to in paragraph 8;

(b)	the business continuity plan referred to in paragraph 9;

(c)	the internal control mechanism referred to in paragraph 10;

(d)	the audits referred to in paragraph 12, including the minimum documentation to be used in the audit.

When issuing the guidelines referred to in the first subparagraph, EBA shall take into account the provisions on governance requirements in other Union legislative acts on financial services, including Directive 2014/65/EU.

Article 35

Own funds requirements

1. Issuers of asset-referenced_tokens shall, at all times, have own funds equal to an amount of at least the highest of the following:

(a)	EUR 350 000;

(b)	2 % of the average amount of the reserve of assets referred to in Article 36;

(c)	a quarter of the fixed overheads of the preceding year.

For the purposes of point (b) of the first subparagraph, the average amount of the reserve of assets shall mean the average amount of the reserve assets at the end of each calendar day, calculated over the preceding six months.

Where an issuer offers more than one asset-referenced_token, the amount referred to in point (b) of the first subparagraph shall be the sum of the average amount of the reserve assets backing each asset-referenced_token.

The amount referred to in point (c) of the first subparagraph shall be reviewed annually and calculated in accordance with Article 67(3).

2. The own funds referred to in paragraph 1 of this Article shall consist of the Common Equity Tier 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 the threshold exemptions referred to in Article 46(4) and Article 48 of that Regulation.

3. The competent_authority of the home_Member_State may require an issuer of an asset-referenced_token to hold an amount of own funds which is up to 20 % higher than the amount resulting from the application of paragraph 1, first subparagraph, point (b), where an assessment of any of the following indicates a higher degree of risk:

(a)	the evaluation of the risk-management processes and internal control mechanisms of the issuer of the asset-referenced_token as referred to in Article 34(1), (8) and (10);

(b)	the quality and volatility of the reserve of assets referred to in Article 36;

(c)	the types of rights granted by the issuer of the asset-referenced_token to holders of the asset-referenced_token in accordance with Article 39;

(d)	where the reserve of assets includes investments, the risks posed by the investment policy on the reserve of assets;

(e)	the aggregate value and number of transactions settled in the asset-referenced_token;

(f)	the importance of the markets on which the asset-referenced_token is offered and marketed;

(g)	where applicable, the market capitalisation of the asset-referenced_token.

4. The competent_authority of the home_Member_State may require an issuer of an asset-referenced_token that is not significant to comply with any requirement set out in Article 45, where necessary to address the higher degree of risks identified in accordance with paragraph 3 of this Article, or any other risks that Article 45 aims to address, such as liquidity risks.

5. Without prejudice to paragraph 3, issuers of asset-referenced_tokens shall conduct, on a regular basis, stress testing that takes into account severe but plausible financial stress scenarios, such as interest rate shocks, and non-financial stress scenarios, such as operational risk. Based on the outcome of such stress testing, the competent_authority of the home_Member_State shall require the issuer of the asset-referenced_token to hold an amount of own funds that is between 20 % and 40 % higher than the amount resulting from the application of paragraph 1, first subparagraph, point (b), in certain circumstances having regard to the risk outlook and stress testing results.

6. EBA, in close cooperation with ESMA and the ECB, shall develop draft regulatory technical standards further specifying:

(a)	the procedure and timeframe for an issuer of an asset-referenced_token to adjust to higher own funds requirements as set out in paragraph 3;

(b)	the criteria for requiring a higher amount of own funds as set out in paragraph 3;

(c)

the minimum requirements for the design of stress testing programmes, taking into account the size, complexity and nature of the asset-referenced_token, including but not limited to:

(i)	the types of stress testing and their main objectives and applications;

(ii)	the frequency of the different stress testing exercises;

(iii)

the internal governance arrangements;

(iv)	the relevant data infrastructure;

(v)	the methodology and the plausibility of assumptions;

(vi)	the application of the proportionality principle to all of the minimum requirements, whether quantitative or qualitative; and

(vii)

the minimum periodicity of the stress tests and the common reference parameters of the stress test scenarios.

EBA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

CHAPTER 3

Reserve of assets

Article 36

Obligation to have a reserve of assets, and composition and management of such reserve of assets

1. Issuers of asset-referenced_tokens shall constitute and at all times maintain a reserve of assets.

The reserve of assets shall be composed and managed in such a way that:

(a)	the risks associated to the assets referenced by the asset-referenced_tokens are covered; and

(b)	the liquidity risks associated to the permanent rights of redemption of the holders are addressed.

2. The reserve of assets shall be legally segregated from the issuers’ estate, as well as from the reserve of assets of other asset-referenced_tokens, in the interests of the holders of asset-referenced_tokens in accordance with applicable law, so that creditors of the issuers have no recourse to the reserve of assets, in particular in the event of insolvency.

3. Issuers of asset-referenced_tokens shall ensure that the reserve of assets is operationally segregated from their estate, as well as from the reserve of assets of other tokens.

4. EBA, in close cooperation with ESMA and the ECB, shall develop draft regulatory technical standards further specifying the liquidity requirements, taking into account the size, complexity and nature of the reserve of assets and of the asset-referenced_token itself.

The regulatory technical standards shall establish in particular:

(a)

the relevant percentage of the reserve of assets according to daily maturities, including the percentage of reverse repurchase agreements that are able to be terminated by giving prior notice of one working day, or the percentage of cash that is able to be withdrawn by giving prior notice of one working day;

(b)

the relevant percentage of the reserve of assets according to weekly maturities, including the percentage of reverse repurchase agreements that are able to be terminated by giving prior notice of five working days, or the percentage of cash that is able to be withdrawn by giving prior notice of five working days;

(c)	other relevant maturities, and overall techniques for liquidity management;

(d)	the minimum amounts in each official_currency referenced to be held as deposits in credit_institutions, which cannot be lower than 30 % of the amount referenced in each official_currency.

For the purposes of points (a), (b) and (c) of the second subparagraph, EBA shall take into account, amongst others, the relevant thresholds laid down in Article 52 of Directive 2009/65/EC.

EBA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

5. Issuers that offer two or more asset-referenced_tokens to the public shall operate and maintain segregated pools of reserves of assets for each asset-referenced_token. Each of those pools of reserves of assets shall be managed separately.

Where different issuers of asset-referenced_tokens offer the same asset-referenced_token to the public, those issuers shall operate and maintain only one reserve of assets for that asset-referenced_token.

6. The management bodies of issuers of asset-referenced_tokens shall ensure the effective and prudent management of the reserve of assets. The issuers shall ensure that the issuance and redemption of asset-referenced_tokens is always matched by a corresponding increase or decrease in the reserve of assets.

7. The issuer of an asset-referenced_token shall determine the aggregate value of the reserve of assets by using market prices. Its aggregate value shall be at least equal to the aggregate value of the claims against the issuer from the holders of the asset-referenced_token in circulation.

8. Issuers of asset-referenced_tokens shall have a clear and detailed policy describing the stabilisation mechanism of such tokens. That policy shall in particular:

(a)	list the assets referenced by the asset-referenced_tokens and the composition of those 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 of assets;

(d)	describe the procedure by which the asset-referenced_tokens are issued and redeemed, and the procedure by which such issuance and redemption will result in a corresponding increase and decrease in the reserve of assets;

(e)	mention whether a part of the reserve of assets is invested as provided in Article 38;

(f)	where issuers of asset-referenced_tokens invest a part of the reserve of assets as provided in Article 38, describe in detail the investment policy and contain an assessment of how that investment policy can affect the value of the reserve of assets;

(g)	describe the procedure to purchase asset-referenced_tokens and to redeem such tokens against the reserve of assets, and list the persons or categories of persons who are entitled to do so.

9. Without prejudice to Article 34(12), issuers of asset-referenced_tokens shall mandate an independent audit of the reserve of assets every six months, assessing compliance with the rules of this Chapter, as of the date of their authorisation pursuant to Article 21 or as of the date of approval of the crypto-asset white paper pursuant to Article 17.

10. The issuer shall notify the results of the audit referred to in paragraph 9 to the competent_authority without delay, and at the latest within six weeks of the reference date of the valuation. The issuer shall publish the result of the audit within two weeks of the date of notification to the competent_authority. The competent_authority may instruct an issuer to delay the publication of the results of the audit in the event that:

(a)	the issuer has been required to implement a recovery arrangement or measures in accordance with Article 46(3);

(b)	the issuer has been required to implement a redemption plan in accordance with Article 47;

(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.

11. The valuation at market prices referred to in paragraph 7 of this Article shall be made by using mark-to-market, as defined in Article 2, point (8), of Regulation (EU) 2017/1131 of the European Parliament and of the Council (38) whenever possible.

When using mark-to-market valuation the reserve asset shall be valued at the more prudent side of the bid and offer unless the reserve asset can be closed out at mid-market. Only market data of good quality shall be used, and such data shall be assessed based on all of the following factors:

(a)	the number and quality of the counterparties;

(b)	the volume and turnover in the market of the reserve asset;

(c)	the size of the reserve of assets.

12. Where use of mark-to-market as referred to in paragraph 11 of this Article is not possible or the market data is not of sufficiently good quality, the reserve asset shall be valued conservatively by using mark-to-model, as defined in Article 2, point (9), of Regulation (EU) 2017/1131.

The model shall accurately estimate the intrinsic value of the reserve asset, based on all of the following up-to-date key factors:

(a)	the volume and turnover in the market of that reserve asset;

(b)	the size of the reserve of assets;

(c)	the market risk, interest rate risk and credit risk attached to the reserve asset.

When using mark-to-model, the amortised cost method, as defined in Article 2, point (10), of Regulation (EU) 2017/1131, shall not be used.

Article 37

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 not encumbered nor pledged as a financial collateral arrangement as defined in Article 2(1), point (a), of Directive 2002/47/EC of the European Parliament and of the Council (39);

(b)	the reserve assets are held in custody in accordance with paragraph 6 of this Article;

(c)	the issuers of asset-referenced_tokens have prompt access to the reserve assets to meet any requests for redemption from the holders of asset-referenced_tokens;

(d)	concentrations of the custodians of reserve assets are avoided;

(e)	risk of concentration of reserve assets is avoided.

2. Issuers of asset-referenced_tokens that issue two or more asset-referenced_tokens in the Union shall have a custody policy in place for each pool of reserve of assets. Different issuers of asset-referenced_tokens that have issued the same asset-referenced_token shall operate and maintain a single custody policy.

3. The reserve assets shall be held in custody by no later than five working days after the date of issuance of the asset-referenced_token by one or more of the following:

(a)	a crypto-asset service provider providing custody and administration of crypto-assets on behalf of clients, where the reserve assets take the form of crypto-assets;

(b)	a credit_institution, for all types of reserve assets;

(c)	an investment_firm that provides the ancillary service of safekeeping and administration of financial_instruments for the account of clients as referred to in Section B, point (1), of Annex I to Directive 2014/65/EU, where the reserve assets take the form of financial_instruments.

4. Issuers of asset-referenced_tokens shall exercise all due skill, care and diligence in the selection, appointment and review of crypto-asset service providers, credit_institutions and investment_firms appointed as custodians of the reserve assets as referred to in paragraph 3. The custodian shall be a legal person different from the issuer.

Issuers of asset-referenced_tokens shall ensure that the crypto-asset service providers, credit_institutions and investment_firms appointed as custodians of the reserve assets as referred to in paragraph 3 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 crypto-asset service providers, credit_institutions and investment_firms. The 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.

5. The custody policies and procedures referred to in paragraph 1 shall set out the selection criteria for the appointment of crypto-asset service providers, credit_institutions or investment_firms as custodians of the reserve assets and the procedure for reviewing such appointment.

Issuers of asset-referenced_tokens shall review the appointment of crypto-asset service providers, credit_institutions or investment_firms as custodians of the reserve assets on a regular basis. For the purpose of that review, issuers of asset-referenced_tokens shall evaluate their exposures to such custodians, taking into account the full scope of their relationship with them, and monitor the financial conditions of such custodians on an ongoing basis.

6. Custodians of the reserve assets as referred to in paragraph 4 shall ensure that the custody of those reserve assets is carried out in the following manner:

(a)	credit_institutions shall hold in custody funds in an account opened in the credit_institutions’ books;

(b)

for financial_instruments that can be held in custody, credit_institutions or investment_firms shall hold in custody all financial_instruments that can be registered in a financial_instruments account opened in the credit_institutions’ or investments firms’ books and all financial_instruments that can be physically delivered to such credit_institutions or investment_firms;

(c)	for crypto-assets that can be held in custody, the crypto-asset service providers shall hold in custody 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.

For the purposes of point (a) of the first subparagraph, credit_institutions shall ensure that funds are registered in the credit_institutions’ books on a segregated account in accordance with the provisions of national law transposing Article 16 of Commission Directive 2006/73/EC (40). That account shall be opened in the name of the issuer of the asset-referenced_tokens for the purposes of managing the reserve assets of each asset-referenced_token, so that the funds held in custody can be clearly identified as belonging to each reserve of assets.

For the purposes of point (b) of the first subparagraph, credit_institutions and investment_firms shall ensure that all financial_instruments that can be registered in a financial_instruments account opened in the credit_institutions’ books and investment_firms’ books are registered in the credit_institutions’ and investment_firms’ books on segregated accounts in accordance with the provisions of national law transposing Article 16 of Directive 2006/73/EC. The financial_instruments account shall be opened in the name of the issuers of the asset-referenced_tokens for the purposes of managing the reserve assets of each asset-referenced_token, so that the financial_instruments held in custody can be clearly identified as belonging to each reserve of assets.

For the purposes of point (c) of the first subparagraph, crypto-asset service providers shall open a register of positions in the name of the issuers of the asset-referenced_tokens for the purposes of managing the reserve assets of each asset-referenced_token, so that the crypto-assets held in custody can be clearly identified as belonging to each reserve of assets.

For the purposes of point (d) of the first subparagraph, 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.

7. The appointment of crypto-asset service providers, credit_institutions or investment_firms as custodians of the reserve assets as referred to in paragraph 4 of this Article shall be evidenced by a contractual arrangement as referred to in Article 34(5), second subparagraph. Those contractual arrangements shall, amongst others, regulate the flow of information necessary to enable the issuers of the asset-referenced_tokens and the crypto-asset service providers, credit_institutions and investment_firms to perform their functions as custodians.

8. The crypto-asset service providers, credit_institutions and investment_firms appointed as custodians in accordance with paragraph 4 shall act honestly, fairly, professionally, independently and in the interest of the issuers of the asset-referenced_tokens and the holders of such tokens.

9. The crypto-asset service providers, credit_institutions and investment_firms appointed as custodians in accordance with paragraph 4 shall not carry out activities with regard to the issuers of the asset-referenced_tokens that might create conflicts of interest between those issuers, the holders of the asset-referenced_tokens and themselves unless all of the following conditions are met:

(a)	the crypto-asset service providers, credit_institutions or investment_firms 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, monitored, managed and disclosed by the issuers of the asset-referenced_tokens to the holders of the asset-referenced_tokens, in accordance with Article 32.

10. In the case of a loss of a financial_instrument or a crypto-asset held in custody pursuant to paragraph 6, the crypto-asset service provider, credit_institution or investment_firm that lost that financial_instrument or crypto-asset shall compensate, or make restitution, to the issuer of the asset-referenced_token with a financial_instrument or a crypto-asset of an identical type or the corresponding value without undue delay. The crypto-asset service provider, credit_institution or investment_firm concerned shall not be liable for compensation or restitution where it can prove that the loss has occurred as a result of an external event beyond its reasonable control, the consequences of which were unavoidable despite all reasonable efforts to the contrary.

Article 38

Investment of the reserve of assets

1. Issuers of asset-referenced_tokens that invest a part of the reserve of assets shall only invest those assets in highly liquid financial_instruments with minimal market risk, credit risk and concentration risk. The investments shall be capable of being liquidated rapidly with minimal adverse price effect.

2. Units in an undertaking for collective investment in transferable securities (UCITS) shall be deemed to be assets with minimal market risk, credit risk and concentration risk for the purposes of paragraph 1, where that UCITS invests solely in assets as further specified by EBA in accordance with paragraph 5 and where the issuer of the asset-referenced_token ensures that the reserve of assets is invested in such a way that the concentration risk is minimised.

3. The financial_instruments in which the reserve of assets is invested shall be held in custody in accordance with Article 37.

4. 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 of assets shall be borne by the issuer of the asset-referenced_token.

5. EBA, in cooperation with ESMA and the ECB, shall develop draft regulatory technical standards specifying the financial_instruments that can be considered highly liquid and bearing minimal market risk, credit risk and concentration risk as referred to in paragraph 1. When specifying those financial_instruments, EBA shall take into account:

(a)	the various types of assets that can be referenced by an asset-referenced_token;

(b)	the correlation between the assets referenced by the asset-referenced_token and the highly liquid financial_instruments that the issuer might invest in;

(c)	the liquidity coverage requirement as referred to in Article 412 of Regulation (EU) No 575/2013 and as further specified in Commission Delegated Regulation (EU) 2015/61 (41);

(d)

constraints on concentration preventing the issuer from:

(i)	investing more than a certain percentage of reserve assets in highly liquid financial_instruments with minimal market risk, credit risk and concentration risk issued by a single entity;

(ii)

holding in custody more than a certain percentage of crypto-assets or assets with crypto-asset service providers or credit_institutions which belong to the same group, as defined in Article 2, point (11), of Directive 2013/34/EU of the European Parliament and of the Council (42), or investment_firms.

For the purposes of point (d)(i) of the first subparagraph, EBA shall devise suitable limits to determine concentration requirements. Those limits shall take into account, amongst others, the relevant thresholds laid down in Article 52 of Directive 2009/65/EC.

EBA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 30 June 2024.

Article 39

Right of redemption

1. Holders of asset-referenced_tokens shall have a right of redemption at all times against the issuers of the asset-referenced_tokens, and in respect of the reserve assets when issuers are not able to meet their obligations as referred to in Chapter 6 of this Title. Issuers shall establish, maintain and implement clear and detailed policies and procedures in respect of such permanent right of redemption.

2. Upon request by a holder of an asset-referenced_token, an issuer of such token shall redeem either by paying an amount in funds, other than electronic_money, equivalent to the market value of the assets referenced by the asset-referenced_token held or by delivering the assets referenced by the token. Issuers shall establish a policy on such permanent right of redemption setting out:

(a)	the conditions, including thresholds, periods and timeframes, for holders of asset-referenced_tokens to exercise such right of redemption;

(b)

the mechanisms and procedures to ensure the redemption of the asset-referenced_tokens, including in stressed market circumstances, as well as in the context of the implementation of the recovery plan set out in Article 46 or, in the case of an orderly redemption of asset-referenced_tokens, under Article 47;

(c)	the valuation, or the principles of valuation, of the asset-referenced_tokens and of the reserve assets when the right of redemption is exercised by the holder of asset-referenced_tokens, including by using the valuation methodology set out in Article 36(11);

(d)	the conditions for settlement of the redemption; and

(e)	measures that the issuers take to adequately manage increases or decreases in the reserve of assets in order to avoid any adverse impacts on the market of the reserve assets.

Where issuers, when selling an asset-referenced_token, accept a payment in funds other than electronic_money, denominated in an official_currency, they shall always provide an option to redeem the token in funds other than electronic_money, denominated in the same official_currency.

3. Without prejudice to Article 46, the redemption of asset-referenced_tokens shall not be subject to a fee.

Article 43

Classification of asset-referenced_tokens as significant asset-referenced_tokens

1. The criteria for classifying asset-referenced_tokens as significant asset-referenced_tokens shall be the following, as further specified by the delegated acts adopted pursuant to paragraph 11:

(a)	the number of holders of the asset-referenced_token is larger than 10 million;

(b)	the value of the asset-referenced_token issued, its market capitalisation or the size of the reserve of assets of the issuer of the asset-referenced_token is higher than EUR 5 000 000 000;

(c)	the average number and average aggregate value of transactions in that asset-referenced_token per day during the relevant period, is higher than 2,5 million transactions and EUR 500 000 000 respectively;

(d)	the issuer of the asset-referenced_token is a provider of core platform services designated as a gatekeeper in accordance with Regulation (EU) 2022/1925 of the European Parliament and of the Council (43);

(e)	the significance of the activities of the issuer of the asset-referenced_token on an international scale, including the use of the asset-referenced_token for payments and remittances;

(f)	the interconnectedness of the asset-referenced_token or its issuers with the financial system;

(g)	the fact that the same issuer issues at least one additional asset-referenced_token or e-money token, and provides at least one crypto-asset service.

2. EBA shall classify asset-referenced_tokens as significant asset-referenced_tokens where at least three of the criteria set out in paragraph 1 of this Article are met:

(a)	during the period covered by the first report of information as referred to in paragraph 4 of this Article, following authorisation pursuant to Article 21 or after approval of the crypto-asset white paper pursuant to Article 17; or

(b)	during the period covered by at least two consecutive reports of information as referred to in paragraph 4 of this Article.

3. Where several issuers issue the same asset-referenced_token, the fulfilment of the criteria set out in paragraph 1 shall be assessed after aggregating the data from those issuers.

4. Competent authorities of the issuer’s home_Member_State shall report to EBA and the ECB information relevant for the assessment of the fulfilment of the criteria set out in paragraph 1 of this Article, including, if applicable, the information received under Article 22, at least twice a year.

Where the issuer is established in a Member State whose official_currency is not the euro, or where an official_currency of a Member State that is not the euro is referenced by the asset-referenced_token, competent authorities shall transmit the information referred to in the first subparagraph also to the central bank of that Member State.

5. Where EBA concludes that an asset-referenced_token fulfils the criteria set out in paragraph 1 in accordance with paragraph 2, EBA shall prepare a draft decision to classify the asset-referenced_token as a significant asset-referenced_token and notify that draft decision to the issuer of that asset-referenced_token, to the competent_authority of the issuer’s home_Member_State, to the ECB and, in the cases referred to in paragraph 4, second subparagraph, to the central bank of the Member State concerned.

Issuers of such asset-referenced_tokens, their competent authorities, the ECB and, where applicable, the central bank of the Member State concerned shall have 20 working days from the date of notification of EBA’s draft decision to provide observations and comments in writing. EBA shall duly consider those observations and comments before adopting a final decision.

6. EBA shall take its final decision on whether to classify an asset-referenced_token as a significant asset-referenced_token within 60 working days of the date of notification referred to in paragraph 5 and immediately notify that decision to the issuer of such asset-referenced_token and its competent_authority.

7. Where an asset-referenced_token has been classified as significant pursuant to a decision of EBA taken in accordance with paragraph 6, the supervisory responsibilities with respect to the issuer of that significant asset-referenced_token shall be transferred from the competent_authority of the issuer’s home_Member_State to EBA within 20 working days of the date of notification of that decision.

EBA and the competent_authority shall cooperate in order to ensure the smooth transition of supervisory competences.

8. EBA shall annually reassess the classification of significant asset-referenced_tokens on the basis of the available information, including from the reports referred to in paragraph 4 or the information received under Article 22.

Where EBA concludes that certain asset-referenced_tokens no longer fulfil the criteria set out in paragraph 1 in accordance with paragraph 2, EBA shall prepare a draft decision to no longer classify the asset-referenced_tokens as significant and notify that draft decision to the issuers of those asset-referenced_tokens and the competent_authority of their home_Member_State, to the ECB and, in the cases referred to in paragraph 4, second subparagraph, to the central bank of the Member State concerned.

Issuers of such asset-referenced_tokens, their competent authorities, the ECB and the central bank referred in paragraph 4 shall have 20 working days from the date of notification of that draft decision to provide observations and comments in writing. EBA shall duly consider those observations and comments before adopting a final decision.

9. EBA shall take its final decision on whether to no longer classify an asset-referenced_token as significant within 60 working days from the date of the notification referred to in paragraph 8 and immediately notify that decision to the issuer of such asset-referenced_tokens and its competent_authority.

10. Where an asset-referenced_token is no longer classified as significant pursuant to a decision of EBA taken in accordance with paragraph 9, the supervisory responsibilities with respect to the issuer of that asset-referenced_token shall be transferred from EBA to the competent_authority of the issuer’s home_Member_State within 20 working days from the date of notification of that decision.

EBA and the competent_authority shall cooperate in order to ensure the smooth transition of supervisory competences.

11. The Commission shall adopt delegated acts in accordance with Article 139 to supplement this Regulation by further specifying the criteria set out in paragraph 1 for an asset-referenced_token to be classified as significant and determine:

(a)	the circumstances under which the activities of the issuer of the asset-referenced_token are deemed significant on an international scale outside the Union;

(b)	the circumstances under which asset-referenced_tokens and their issuers shall be considered to be interconnected with the financial system;

(c)	the content and format of information provided by competent authorities to EBA and the ECB under paragraph 4 of this Article and Article 56(3).

Article 46

Recovery plan

1. An issuer of an asset-referenced_token shall draw up and maintain a recovery plan providing for measures to be taken by the issuer to restore compliance with the requirements applicable to the reserve of assets in cases where the issuer fails to comply with those requirements.

The recovery plan shall also include the preservation of the issuer’s services related to the asset-referenced_token, the timely recovery of operations and the fulfilment of the issuer’s obligations in the case of events that pose a significant risk of disrupting operations.

The recovery plan shall include appropriate conditions and procedures to ensure the timely implementation of recovery actions as well as a wide range of recovery options, including:

(a)	liquidity fees on redemptions;

(b)	limits on the amount of the asset-referenced_token that can be redeemed on any working day;

(c)	suspension of redemptions.

2. The issuer of the asset-referenced_token shall notify the recovery plan to the competent_authority within six months of the date of authorisation pursuant to Article 21 or within six months of the date of approval of the crypto-asset white paper pursuant to Article 17. The competent_authority shall require amendments to the recovery plan where necessary to ensure its proper implementation and shall notify its decision requesting those amendments to the issuer within 40 working days of the date of notification of that plan. That decision shall be implemented by the issuer within 40 working days of the date of notification of that decision. The issuer shall regularly review and update the recovery plan.

Where applicable, the issuer shall also notify the recovery plan to its resolution and prudential supervisory authorities in parallel to the competent_authority.

3. Where the issuer fails to comply with the requirements applicable to the reserve of assets as referred to in Chapter 3 of this Title or, due to a rapidly deteriorating financial condition, is likely in the near future to not comply with those requirements, the competent_authority, in order to ensure compliance with the applicable requirements, shall have the power to require the issuer to implement one or more of the arrangements or measures set out in the recovery plan or to update such a recovery plan when the circumstances are different from the assumptions set out in the initial recovery plan and implement one or more of the arrangements or measures set out in the updated plan within a specific timeframe.

4. In the circumstances referred to in paragraph 3, the competent_authority shall have the power to temporarily suspend the redemption of asset-referenced_tokens, provided that the suspension is justified having regard to the interests of the holders of asset-referenced_tokens and financial stability.

5. Where applicable, the competent_authority shall notify the issuer’s resolution and prudential supervisory authorities of any measure taken pursuant to paragraphs 3 and 4.

6. EBA, after consultation with ESMA, shall issue guidelines in accordance with Article 16 of Regulation (EU) No 1093/2010 to specify the format of the recovery plan and the information to be provided in the recovery plan.

Article 58

Specific additional obligations for issuers of e-money tokens

1. Electronic money institutions issuing significant e-money tokens shall be subject to:

(a)	the requirements referred to in Articles 36, 37, 38 and Article 45, (1) to (4) of this Regulation, instead of Article 7 of Directive 2009/110/EC;

(b)	the requirements referred to in Article 35(2), (3) and (5) and Article 45(5) of this Regulation, instead of Article 5 of Directive 2009/110/EC.

By way of derogation from Article 36(9), the independent audit shall, in respect of issuers of significant e-money tokens, be mandated every six months as of the date of the decision to classify the e-money tokens as significant pursuant to Article 56 or 57, as applicable.

2. Competent authorities of the home_Member_States may require electronic_money_institutions issuing e-money tokens that are not significant to comply with any requirement referred to in paragraph 1 where necessary to address the risks that those provisions aim to address, such as liquidity risks, operational risks, or risks arising from non-compliance with requirements for management of reserve of assets.

3. Articles 22, 23 and 24(3) shall apply to e-money tokens denominated in a currency that is not an official_currency of a Member State.

TITLE V

AUTHORISATION AND OPERATING CONDITIONS FOR CRYPTO-ASSET SERVICE PROVIDERS

CHAPTER 1

Authorisation of crypto-asset service providers

Article 149

Entry into force and application

1. This Regulation shall enter into force on the twentieth day following that of its publication in the Official Journal of the European Union.

2. This Regulation shall apply from 30 December 2024.

3. By way of derogation from paragraph 2, Titles III and IV shall apply from 30 June 2024.

4. By way of derogation from paragraphs 2 and 3 of this Article, Articles 2(5), 3(2), 6(11) and (12), Article 14(1), second subparagraph, Articles 17(8), 18(6) and (7), 19(10) and (11), 21(3), 22(6) and (7), 31(5), 32(5), 34(13), 35(6), 36(4), 38(5), 42(4), 43(11), 45(7) and (8), 46(6), 47(5), 51(10) and (15), 60(13) and (14), 61(3), 62(5) and (6), 63(11), 66(6), 68(10), 71(5), 72(5), 76(16), 81(15), 82(2), 84(4), 88(4), 92(2) and (3), 95(10) and (11), 96(3), 97(1), 103(8), 104(8), 105(7), 107(3) and (4), 109(8) and 119(8), 134(10), 137(3) and Article 139 shall apply from 29 June 2023.

This Regulation shall be binding in its entirety and directly applicable in all Member States.

Done at Brussels, 31 May 2023.

For the European Parliament

The President

R. METSOLA

For the Council

The President

P. KULLGREN

(1) OJ C 152, 29.4.2021, p. 1.

(2) OJ C 155, 30.4.2021, p. 31.

(3) Position of the European Parliament of 20 April 2023 (not yet published in the Official Journal) and decision of the Council of 16 May 2023.

(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).

(5) 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).

(6) 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).

(7) Directive 2014/49/EU of the European Parliament and of the Council of 16 April 2014 on deposit guarantee schemes (OJ L 173, 12.6.2014, p. 149).

(8) 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).

(9) Regulation (EU) 2017/2402 of the European Parliament and of the Council of 12 December 2017 laying down a general framework for securitisation and creating a specific framework for simple, transparent and standardised securitisation, and amending Directives 2009/65/EC, 2009/138/EC and 2011/61/EU and Regulations (EC) No 1060/2009 and (EU) No 648/2012 (OJ L 347, 28.12.2017, p. 35).

(10) 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).

(11) Regulation (EU) No 1094/2010 of the European Parliament and of the Council of 24 November 2010 establishing a European Supervisory Authority (European Insurance and Occupational Pensions Authority), amending Decision No 716/2009/EC and repealing Commission Decision 2009/79/EC (OJ L 331, 15.12.2010, p. 48).

(12) Council Regulation (EU) No 1024/2013 of 15 October 2013 conferring specific tasks on the European Central Bank concerning policies relating to the prudential supervision of credit_institutions (OJ L 287, 29.10.2013, p. 63).

(13) 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, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC (OJ L 176, 27.6.2013, p. 338).

(14) 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).

(15) Council Directive 93/13/EEC of 5 April 1993 on unfair terms in consumer contracts (OJ L 95, 21.4.1993, p. 29).

(16) 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).

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

(18) Directive 2014/59/EU of the European Parliament and of the Council of 15 May 2014 establishing a framework for the recovery and resolution of credit_institutions and investment_firms and amending Council Directive 82/891/EEC, and Directives 2001/24/EC, 2002/47/EC, 2004/25/EC, 2005/56/EC, 2007/36/EC, 2011/35/EU, 2012/30/EU and 2013/36/EU, and Regulations (EU) No 1093/2010 and (EU) No 648/2012, of the European Parliament and of the Council (OJ L 173, 12.6.2014, p. 190).

(19) Regulation (EU) No 806/2014 of the European Parliament and of the Council of 15 July 2014 establishing uniform rules and a uniform procedure for the resolution of credit_institutions and certain investment_firms in the framework of a Single Resolution Mechanism and a Single Resolution Fund and amending Regulation (EU) No 1093/2010 (OJ L 225, 30.7.2014, p. 1).

(20) 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).

(21) 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).

(22) OJ L 123, 12.5.2016, p. 1.

(23) 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).

(24) 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).

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

(26) OJ C 337, 23.8.2021, p. 4.

(27) Directive 2009/138/EC of the European Parliament and of the Council of 25 November 2009 on the taking-up and pursuit of the business of Insurance and Reinsurance (Solvency II) (OJ L 335, 17.12.2009, p. 1).

(28) Directive (EU) 2016/2341 of the European Parliament and of the Council of 14 December 2016 on the activities and supervision of institutions for occupational retirement provision (IORPs) (OJ L 354, 23.12.2016, p. 37).

(29) Regulation (EU) 2019/1238 of the European Parliament and of the Council of 20 June 2019 on a pan-European Personal Pension Product (PEPP) (OJ L 198, 25.7.2019, p. 1).

(30) Regulation (EC) No 883/2004 of the European Parliament and of the Council of 29 April 2004 on the coordination of social security systems (OJ L 166, 30.4.2004, p. 1).

(31) Regulation (EC) No 987/2009 of the European Parliament and of the Council of 16 September 2009 laying down the procedure for implementing Regulation (EC) No 883/2004 on the coordination of social security systems (OJ L 284, 30.10.2009, p. 1).

(32) 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).

(33) Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) (OJ L 302, 17.11.2009, p. 32).

(34) Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and amending Directives 2003/41/EC and 2009/65/EC and Regulations (EC) No 1060/2009 and (EU) No 1095/2010 (OJ L 174, 1.7.2011, p. 1).

(35) Directive 97/9/EC of the European Parliament and of the Council of 3 March 1997 on investor-compensation schemes (OJ L 84, 26.3.1997, p. 22).

(36) 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).

(37) Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 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 and (EU) 2016/1011 (OJ L 333, 27.12.2022, p. 1).

(38) Regulation (EU) 2017/1131 of the European Parliament and of the Council of 14 June 2017 on money market funds (OJ L 169, 30.6.2017, p. 8).

(39) 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).

(40) 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).

(41) 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 11, 17.1.2015, p. 1).

(42) 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).

(43) Regulation (EU) 2022/1925 of the European Parliament and of the Council of 14 September 2022 on contestable and fair markets in the digital sector and amending Directives (EU) 2019/1937 and (EU) 2020/1828 (Digital Markets Act) (OJ L 265, 12.10.2022, p. 1).

(44) Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties and amending Regulations (EU) No 1095/2010, (EU) No 648/2012, (EU) No 600/2014, (EU) No 806/2014 and (EU) 2015/2365 and Directives 2002/47/EC, 2004/25/EC, 2007/36/EC, 2014/59/EU and (EU) 2017/1132 (OJ L 22, 22.1.2021, p. 1).

(45) 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 Directive 98/26/EC and 2014/65/EU and Regulation (EU) No 236/2012 (OJ L 257, 28.8.2014, p. 1).

(46) Regulation (EU) 2019/2033 of the European Parliament and of the Council of 27 November 2019 on the prudential requirements of investment_firms and amending Regulations (EU) No 1093/2010, (EU) No 575/2013, (EU) No 600/2014 and (EU) No 806/2014 (OJ L 314, 5.12.2019, p. 1).

(47) Directive (EU) 2019/2034 of the European Parliament and of the Council of 27 November 2019 on the prudential supervision of investment_firms and amending Directives 2002/87/EC, 2009/65/EC, 2011/61/EU, 2013/36/EU, 2014/59/EU and 2014/65/EU (OJ L 314, 5.12.2019, p. 64).

ANNEX I

DISCLOSURE ITEMS FOR THE CRYPTO-ASSET WHITE PAPER FOR CRYPTO-ASSETS OTHER THAN ASSET-REFERENCED TOKENS OR E-MONEY TOKENS

Part A: Information about the offeror or the person seeking admission to trading

Name;

2.	Legal form;

3.	Registered address and head office, where different;

4.	Date of the registration;

5.	Legal entity identifier or another identifier required pursuant to applicable national law;

6.	A contact telephone number and an email address of the offeror or the person seeking admission to trading, and the period of days within which an investor contacting the offeror or the person seeking admission to trading via that telephone number or email address will receive an answer;

7.	Where applicable, the name of the parent company;

8.	Identity, business addresses and functions of persons that are members of the management_body of the offeror or person seeking admission to trading;

9.	Business or professional activity of the offeror or person seeking admission to trading and, where applicable, of its parent company;

10.

The financial condition of the offeror or person seeking admission to trading over the past three years or where the offeror or person seeking admission to trading has not been established for the past three years, its financial condition since the date of its registration.

The financial condition shall be assessed based on a fair review of the development and performance of the business of the offeror or person seeking admission to trading and of its position for each year and interim period for which historical financial information is required, including the causes of material changes.

The review shall be a balanced and comprehensive analysis of the development and performance of the business of the offeror or person seeking admission to trading and of its position, consistent with the size and complexity of the business.

Part B: Information about the issuer, if different from the offeror or person seeking admission to trading

Name;

2.	Legal form;

3.	Registered address and head office, where different;

4.	Date of the registration;

5.	Legal entity identifier or another identifier required pursuant to applicable national law;

6.	Where applicable, the name of the parent company;

7.	Identity, business addresses and functions of persons that are members of the management_body of the issuer;

8.	Business or professional activity of the issuer and, where applicable, of its parent company.

Part C: Information about the operator of the trading platform in cases where it draws up the crypto-asset white paper

Name;

2.	Legal form;

3.	Registered address and head office, where different;

4.	Date of the registration;

5.	Legal entity identifier or another identifier required pursuant to applicable national law;

6.	Where applicable, the name of the parent company;

7.	The reason why that operator drew up the crypto-asset white paper;

8.	Identity, business addresses and functions of persons that are members of the management_body of the operator;

9.	Business or professional activity of the operator and, where applicable, of its parent company.

Part D: Information about the crypto-asset project

1.	Name of the crypto-asset project and of the crypto-assets, if different from the name of the offeror or person seeking admission to trading, and abbreviation or ticker handler;

2.	A brief description of the crypto-asset project;

3.	Details of all natural or legal persons (including business addresses or domicile of the company) involved in the implementation of the crypto-asset project, such as advisors, development team and crypto-asset service providers;

4.	Where the crypto-asset project concerns utility_tokens, key features of the goods or services to be developed;

5.	Information about the crypto-asset project, especially past and future milestones of the project and, where applicable, resources already allocated to the project;

6.	Where applicable, planned use of any funds or other crypto-assets collected.

Part E: Information about the offer_to_the_public of crypto-assets or their admission to trading

1.	Indication as to whether the crypto-asset white paper concerns an offer_to_the_public of crypto-assets or their admission to trading;

2.	The reasons for the offer_to_the_public or for seeking admission to trading;

Where applicable, the amount that the offer_to_the_public intends to raise in funds or in any other crypto-asset, including, where applicable, any minimum and maximum target subscription goals set for the offer_to_the_public of crypto-assets, and whether oversubscriptions are accepted and how they are allocated;

4.	The issue price of the crypto-asset being offered to the public (in an official_currency or any other crypto-assets), any applicable subscription fee or the method in accordance with which the offer price will be determined;

5.	Where applicable, the total number of crypto-assets to be offered to the public or admitted to trading;

6.	Indication of the prospective holders targeted by the offer_to_the_public of crypto-assets or admission of such crypto-assets to trading, including any restriction as regards the type of holders for such crypto-assets;

Specific notice that purchasers participating in the offer_to_the_public of crypto-assets will be able to be reimbursed if the minimum target subscription goal is not reached at the end of the offer_to_the_public, if they exercise the right to withdrawal foreseen in Article 13 or if the offer is cancelled and detailed description of the refund mechanism, including the expected timeline of when such re funds will be completed;

Information about the various phases of the offer_to_the_public of crypto-assets, including information on discounted purchase price for early purchasers of crypto-assets (pre-public sales); in the case of discounted purchase prices for some purchasers, an explanation why purchase prices may be different, and a description of the impact on the other investors;

9.	For time-limited offers, the subscription period during which the offer_to_the_public is open;

10.	The arrangements to safeguard funds or other crypto-assets as referred to in Article 10 during the time-limited offer_to_the_public or during the withdrawal period;

11.	Methods of payment to purchase the crypto-assets offered and methods of transfer of the value to the purchasers when they are entitled to be reimbursed;

12.	In the case of offers to the public, information on the right of withdrawal as referred to in Article 13;

13.	Information on the manner and time schedule of transferring the purchased crypto-assets to the holders;

14.	Information about technical requirements that the purchaser is required to fulfil to hold the crypto-assets;

15.	Where applicable, the name of the crypto-asset service provider in charge of the placing of crypto-assets and the form of such placement (with or without a firm commitment basis);

16.	Where applicable, the name of the trading platform for crypto-assets where admission to trading is sought, and information about how investors can access such trading platforms and the costs involved;

17.	Expenses related to the offer_to_the_public of crypto-assets;

18.	Potential conflicts of interest of the persons involved in the offer_to_the_public or admission to trading, arising in relation to the offer or admission to trading;

19.	The law applicable to the offer_to_the_public of crypto-assets, as well as the competent court.

Part F: Information about the crypto-assets

1.	The type of crypto-asset that will be offered to the public or for which admission to trading is sought;

A description of the characteristics, including the data necessary for classification of the crypto-asset white paper in the register referred to in Article 109, as specified in accordance with paragraph 8 of that Article, and functionality of the crypto-assets being offered or admitted to trading, including information about when the functionalities are planned to apply.

Part G: Information on the rights and obligations attached to the crypto-assets

1.	A description of the rights and obligations, if any, of the purchaser, and the procedure and conditions for the exercise of those rights;

2.	A description of the conditions under which the rights and obligations may be modified;

3.	Where applicable, information on the future offers to the public of crypto-assets by the issuer and the number of crypto-assets retained by the issuer itself;

4.	Where the offer_to_the_public of crypto-assets or their admission to trading concerns utility_tokens, information about the quality and quantity of goods or services to which the utility_tokens give access;

5.	Where the offers to the public of crypto-assets or their admission to trading concerns utility_tokens, information on how utility_tokens can be redeemed for goods or services to which they relate;

6.	Where an admission to trading is not sought, information on how and where the crypto-assets can be purchased or sold after the offer_to_the_public;

7.	Restrictions on the transferability of the crypto-assets that are being offered or admitted to trading;

8.	Where the crypto-assets have protocols for the increase or decrease of their supply in response to changes in demand, a description of the functioning of such protocols;

9.	Where applicable, a description of protection schemes protecting the value of the crypto-assets and of compensation schemes;

10.	The law applicable to the crypto-assets, as well as the competent court.

Part H: Information on the underlying technology

1.	Information on the technology used, including distributed_ledger_technology, protocols and technical standards used;

2.	The consensus_mechanism, where applicable;

3.	Incentive mechanisms to secure transactions and any fees applicable;

4.	Where the crypto-assets are issued, transferred and stored using distributed_ledger_technology that is operated by the issuer, the offeror or a third-party acting on their behalf, a detailed description of the functioning of such distributed_ledger_technology;

5.	Information on the audit outcome of the technology used, if such an audit was conducted.

Part I: Information on the risks

1.	A description of the risks associated with the offer_to_the_public of crypto-assets or their admission to trading;

2.	A description of the risks associated with the issuer, if different from the offeror, or person seeking admission to trading;

3.	A description of the risks associated with the crypto-assets;

4.	A description of the risks associated with project implementation;

5.	A description of the risks associated with the technology used as well as mitigation measures, if any.

ANNEX II

DISCLOSURE ITEMS FOR THE CRYPTO-ASSET WHITE PAPER FOR AN ASSET-REFERENCED TOKEN

Part A: Information about the issuer of the asset-referenced_token

Name;

2.	Legal form;

3.	Registered address and head office, where different;

4.	Date of the registration;

5.	Legal entity identifier or another identifier required pursuant to applicable national law;

6.	Where applicable, the identity of the parent company;

7.	Identity, business addresses and functions of persons that are members of the management_body of the issuer;

8.	Business or professional activity of the issuer and, where applicable, of its parent company;

The financial condition of the issuer over the past three years or, where the issuer has not been established for the past three years, its financial condition since the date of its registration.

The financial condition shall be assessed based on a fair review of the development and performance of the business of the issuer and of its position for each year and interim period for which historical financial information is required, including the causes of material changes.

The review shall be a balanced and comprehensive analysis of the development and performance of the issuer’s business and of its position, consistent with the size and complexity of the business.

10.	A detailed description of the issuer’s governance arrangements;

11.

Except for issuers of asset-referenced_tokens that are exempted from authorisation in accordance with Article 17, details about the authorisation as an issuer of an asset-referenced_token and name of the competent_authority which granted such authorisation.

For credit_institutions, the name of the competent_authority of the home_Member_State.

12.

Where the issuer of the asset-referenced_token also issues other crypto-assets, or also has activities related to other crypto-assets, that should be clearly stated; the issuer should also state whether there is any connection between the issuer and the entity running the distributed_ledger_technology used to issue the crypto-asset, including if the protocols are run or controlled by a person closely connected to the project participants.

Part B: Information about the asset-referenced_token

1.	Name and abbreviation or ticker handler of the asset-referenced_token;

2.	A description of the characteristics of the asset-referenced_token, including the data necessary for classification of the crypto-asset white paper in the register referred to in Article 109, as specified in accordance with paragraph 8 of that Article;

3.	Details of all natural or legal persons (including business addresses or domicile of the company) involved in the operationalisation of the asset-referenced_token, such as advisors, development team and crypto-asset service providers;

4.	A description of the role, responsibilities and accountability of any third-party entities referred to in Article 34(5), first subparagraph, point (h);

5.	Information about the plans for the asset-referenced_tokens, including the description of the past and future milestones and, where applicable, resources already allocated.

Part C: Information about the offer_to_the_public of the asset-referenced_token or its admission to trading

1.	Indication as to whether the crypto-asset white paper concerns an offer_to_the_public of the asset-referenced_token or its admission to trading;

Where applicable, the amount that the offer_to_the_public of the asset-referenced_token intends to raise in funds or in any other crypto-asset, including, where applicable, any minimum and maximum target subscription goals set for the offer_to_the_public of the asset-referenced_token, and whether oversubscriptions are accepted and how they are allocated;

3.	Where applicable, the total number of units of the asset-referenced_token to be offered or admitted to trading;

4.	Indication of the prospective holders targeted by the offer_to_the_public of the asset-referenced_token or admission of such asset-referenced_token to trading, including any restriction as regards the type of holders for such asset-referenced_token;

A specific notice that purchasers participating in the offer_to_the_public of the asset-referenced_token will be able to be reimbursed if the minimum target subscription goal is not reached at the end of the offer_to_the_public, including the expected timeline of when such re funds will be completed; the consequences of exceeding a maximum target subscription goal should be made explicit;

Information about the various phases of the offer_to_the_public of the asset-referenced_token, including information on discounted purchase price for early purchasers of the asset-referenced_token (pre-public sales) and, in the case of discounted purchase price for some purchasers, an explanation as to why the purchase prices may be different, and a description of the impact on the other investors;

7.	For time-limited offers, the subscription period during which the offer_to_the_public is open;

8.	Methods of payment to purchase and to redeem the asset-referenced_token offered;

9.	Information on the method and time schedule of transferring the purchased asset-referenced_token to the holders;

10.	Information about technical requirements that the purchaser is required to fulfil to hold the asset-referenced_token;

11.	Where applicable, the name of the crypto-asset service provider in charge of the placing of asset-referenced_tokens and the form of such placement (with or without a firm commitment basis);

12.	Where applicable, the name of the trading platform for crypto-assets where admission to trading is sought, and information about how investors can access such trading platforms and the costs involved;

13.	Expenses related to the offer_to_the_public of the asset-referenced_token;

14.	Potential conflicts of interest of the persons involved in the offer_to_the_public or admission to trading, arising in relation to the offer or admission to trading;

15.	The law applicable to the offer_to_the_public of the asset-referenced_token, as well as the competent court.

Part D: Information on the rights and obligations attached to the asset-referenced_token

1.	A description of the characteristics and functionality of the asset-referenced_token being offered or admitted to trading, including information about when the functionalities are planned to apply;

2.	A description of the rights and obligations, if any, of the purchaser, and the procedure and conditions for the exercise of those rights;

3.	A description of the conditions under which the rights and obligations may be modified;

4.	Where applicable, information on the future offers to the public of the asset-referenced_token by the issuer and the number of units of the asset-referenced_token retained by the issuer itself;

5.	Where an admission to trading is not sought, information on how and where the asset-referenced_token can be purchased or sold after the offer_to_the_public;

6.	Any restrictions on the transferability of the asset-referenced_token that is being offered or admitted to trading;

7.	Where the asset-referenced_token has protocols for the increase or decrease of its supply in response to changes in demand, a description of the functioning of such protocols;

8.	Where applicable, a description of protection schemes protecting the value of the asset-referenced_token and compensation schemes;

Information on the nature and enforceability of rights, including permanent rights of redemption and any claims that holders and any legal or natural person as referred to in Article 39(2), may have against the issuer, including information on how such rights will be treated in the case of insolvency procedures, information on whether different rights are allocated to different holders and the non-discriminatory reasons for such different treatment;

10.

A detailed description of the claim that the asset-referenced_token represents for holders, including:

(a)	the description of each referenced asset and specified proportions of each of those assets;

(b)	the relation between the value of the referenced assets and the amount of the claim and the reserve of assets; and

(c)	a description how a fair and transparent valuation of components of the claim is undertaken, which identifies, where relevant, independent parties;

11.	Where applicable, information on the arrangements put in place by the issuer to ensure the liquidity of the asset-referenced_token, including the name of the entities in charge of ensuring such liquidity;

12.	The contact details for submitting complaints and description of the complaints-handling procedures and any dispute resolution mechanism or redress procedure established by the issuer of the asset-referenced_token;

13.	A description of the rights of the holders when the issuer is not able to fulfil its obligations, including in insolvency;

14.	A description of the rights in the context of the implementation of the recovery plan;

15.	A description of the rights in the context of the implementation of the redemption plan;

16.	Detailed information on how the asset-referenced_token is redeemed, including whether the holder will be able to choose the form of redemption, the form of transference or the official_currency of redemption;

17.	The law applicable to the asset-referenced_token, as well as the competent court.

Part E: Information on the underlying technology

1.	Information on the technology used, including distributed_ledger_technology, as well as protocols and technical standards used, allowing for the holding, storing and transfer of asset-referenced_tokens;

2.	The consensus_mechanism, where applicable;

3.	Incentive mechanisms to secure transactions and any fees applicable;

4.	Where the asset-referenced_tokens are issued, transferred and stored using distributed_ledger_technology that is operated by the issuer or a third-party acting on the issuer’s behalf, a detailed description of the functioning of such distributed_ledger_technology;

5.	Information on the audit outcome of the technology used, if such an audit was conducted.

Part F: Information on the risks

1.	The risks related to the reserve of assets, when the issuer is not able to fulfil its obligations;

2.	A description of the risks associated with the issuer of the asset-referenced_token;

3.	A description of the risks associated with the offer_to_the_public of the asset-referenced_token or its admission to trading;

4.	A description of the risks associated with the asset-referenced_token, in particular with regard to the assets referenced;

5.	A description of the risks associated with the operationalisation of the asset-referenced_token project;

6.	A description of the risks associated with the technology used as well as mitigation measures, if any.

Part G: Information on the reserve of assets

1.	A detailed description of the mechanism aimed at aligning the value of the reserve of assets with the claim associated with the asset-referenced_token, including legal and technical aspects;

2.	A detailed description of the reserve of assets and their composition;

3.	A description of the mechanisms through which asset-referenced_tokens are issued and redeemed;

4.	Information on whether a part of the reserve assets are invested and, where applicable, a description of the investment policy for those reserve assets;

A description of the custody arrangements for the reserve assets, including their segregation, and the name of crypto-asset service providers providing custody and administration of crypto-assets on behalf of clients, credit_institutions or investment_firms appointed as custodians of the reserve assets.

ANNEX III

DISCLOSURE ITEMS FOR THE CRYPTO-ASSET WHITE PAPER FOR AN E-MONEY TOKEN

Part A: Information about the issuer of the e-money token

Name;

2.	Legal form;

3.	Registered address and head office, where different;

4.	Date of the registration;

5.	Legal entity identifier or another identifier required pursuant to applicable national law;

6.	A contact telephone number and an email address of the issuer, and the period of days within which an investor contacting the issuer via that telephone number or email address will receive an answer;

7.	Where applicable, the identity of the parent company;

8.	Identity, business address and functions of persons that are members of the management_body of the issuer;

9.	Business or professional activity of the issuer and, where applicable, of its parent company;

10.	Potential conflicts of interest;

11.

Where the issuer of the e-money token also issues other crypto-assets, or also has other activities related to crypto-assets, that should be clearly stated; the issuer should also state whether there is any connection between the issuer and the entity running the distributed_ledger_technology used to issue the crypto-asset, including if the protocols are run or controlled by a person closely connected to project participants;

12.

The issuer’s financial condition over the past three years or, where the issuer has not been established for the past three years, the issuer’s financial condition record since the date of its registration.

The review shall be a balanced and comprehensive analysis of the development and performance of the issuer’s business and of its position, consistent with the size and complexity of the business;

13.	Except for issuers of e-money tokens who are exempted from authorisation in accordance with Article 48(4) and (5), details about the authorisation as an issuer of an e-money token and the name of the competent_authority which granted authorisation.

Part B: Information about the e-money token

1.	Name and abbreviation;

2.	A description of the characteristics of the e-money token, including the data necessary for classification of the crypto-asset white paper in the register referred to in Article 109, as specified in accordance with paragraph 8 of that Article;

3.	Details of all natural or legal persons (including business addresses and/or domicile of the company) involved in the design and development, such as advisors, development team and crypto-asset service providers.

Part C: Information about the offer_to_the_public of the e-money token or its admission to trading

1.	Indication as to whether the crypto-asset white paper concerns an offer_to_the_public of the e-money token or its admission to trading;

2.	Where applicable, the total number of units of the e-money token to be offered to the public or admitted to trading;

3.	Where applicable, name of the trading platforms for crypto-assets where the admission to trading of the e-money token is sought;

4.	The law applicable to the offer_to_the_public of the e-money token, as well as the competent court.

Part D: Information on the rights and obligations attached to e-money tokens

1.	A detailed description of the rights and obligations, if any, that the holder of the e-money token has, including the right of redemption at par value as well as the procedure and conditions for the exercise of those rights;

2.	A description of the conditions under which the rights and obligations may be modified;

3.	A description of the rights of the holders when the issuer is not able to fulfil its obligations, including in insolvency;

4.	A description of rights in the context of the implementation of the recovery plan;

5.	A description of rights in the context of the implementation of the redemption plan;

6.	The contact details for submitting complaints and description of the complaints-handling procedures and any dispute resolution mechanism or redress procedure established by the issuer of the e-money token;

7.	Where applicable, a description of protection schemes protecting the value of the crypto-asset and of compensation schemes;

8.	The law applicable to the e-money token as well as the competent court.

Part E: Information on the underlying technology

1.	Information on the technology used, including distributed_ledger_technology, as well as the protocols and technical standards used, allowing for the holding, storing and transfer of e-money tokens;

2.	Information about the technical requirements that the purchaser has to fulfil to gain control over the e-money token;

3.	The consensus_mechanism, where applicable;

4.	Incentive mechanisms to secure transactions and any fees applicable;

5.	Where the e-money token is issued, transferred and stored using distributed_ledger_technology that is operated by the issuer or a third-party acting on its behalf, a detailed description of the functioning of such distributed_ledger_technology;

6.	Information on the audit outcome of the technology used, if such an audit was conducted.

Part F: Information on the risks

1.	Description of the risks associated with the issuer of the e-money token;

2.	Description of the risks associated with the e-money token;

3.	Description of the risks associated with the technology used as well as mitigation measures, if any.

ANNEX IV

MINIMUM CAPITAL REQUIREMENTS FOR CRYPTO-ASSET SERVICE PROVIDERS

Crypto-asset service providers

Type of crypto-asset services

Minimum capital requirements under Article 67(1), point (a)

Class 1

Crypto-asset service provider authorised for the following crypto-asset services:

—	execution of orders on behalf of clients;

—	placing of crypto-assets;

—	providing transfer services for crypto-assets on behalf of clients;

—	reception and transmission of orders for crypto-assets on behalf of clients;

—	providing advice on crypto-assets; and/or

—	providing portfolio management on crypto-assets.

EUR 50 000

Class 2

Crypto-asset service provider authorised for any crypto-asset services under class 1 and:

—	providing custody and administration of crypto-assets on behalf of clients;

—	exchange of crypto-assets for funds; and/or

—	exchange of crypto-assets for other crypto-assets.

EUR 125 000

Class 3

Crypto-asset service provider authorised for any crypto-asset services under class 2 and:

—	operation of a trading platform for crypto-assets.

EUR 150 000

ANNEX V

LIST OF INFRINGEMENTS REFERRED TO IN TITLES III AND VI FOR ISSUERS OF SIGNIFICANT ASSET-REFERENCED TOKENS

The issuer infringes Article 22(1) by not reporting, for each significant asset-referenced_token with an issue value that is higher than EUR 100 000 000, on a quarterly basis to EBA the information referred to in the first subparagraph, points (a) to (d), of that paragraph.

The issuer infringes Article 23(1) by not stopping issuing a significant asset-referenced_token upon reaching the thresholds provided for in that paragraph or by not submitting a plan to EBA within 40 working days of reaching those thresholds to ensure that the estimated quarterly average number and average aggregate value of the transactions per day are kept below those thresholds.

The issuer infringes Article 23(4) by not complying with the modifications of the plan referred to in paragraph 1, point (b), of that Article as required by EBA.

The issuer infringes Article 25 by not notifying EBA of any intended change of its business model likely to have a significant influence on the purchase decision of any holders or prospective holders of significant asset-referenced_tokens, or by not describing such a change in a crypto-asset white paper.

The issuer infringes Article 25 by not complying with a measure requested by EBA in accordance with Article 25(4).

The issuer infringes Article 27(1) by not acting honestly, fairly and professionally.

The issuer infringes Article 27(1) by not communicating with holders and prospective holders of the significant asset-referenced_token in a fair, clear and not misleading manner.

The issuer infringes Article 27(2) by not acting in the best interests of the holders of the significant asset-referenced_token, or by giving preferential treatment to specific holders which is not disclosed in the issuer’s crypto-asset white paper or, where applicable, the marketing communications.

The issuer infringes Article 28 by not publishing on its website the approved crypto-asset white paper as referred to in Article 21(1) and, where applicable, the modified crypto-asset white paper as referred to in Article 25.

10.

The issuer infringes Article 28 by not making the crypto-asset white paper publicly accessible by the starting date of the offer_to_the_public of the significant asset-referenced_token or the admission to trading of that token.

11.

The issuer infringes Article 28 by not ensuring that the crypto-asset white paper, and, where applicable, the modified crypto-asset white paper, remains available on its website for as long as the significant asset-referenced_token is held by the public.

12.

The issuer infringes Article 29(1) and (2) by publishing marketing communications relating to an offer_to_the_public of a significant asset-referenced_token, or to the admission to trading of such significant asset-referenced_token, which do not comply with the requirements set out in paragraph 1, points (a) to (d), and paragraph 2 of that Article.

13.

The issuer infringes Article 29(3) by not publishing marketing communications and any modifications thereto on its website.

14.

The issuer infringes Article 29(5) by not notifying marketing communications to EBA upon request.

15.

The issuer infringes Article 29(6) by disseminating marketing communications prior to the publication of the crypto-asset white paper.

16.

The issuer infringes Article 30(1) by not disclosing in a clear, accurate and transparent manner in a publicly and easily accessible place on its website the amount of the significant asset-referenced_token in circulation and the value and composition of the reserve of assets referred to in Article 36, or by not updating the required information at least monthly.

17.

The issuer infringes Article 30(2) by not publishing as soon as possible in a publicly and easily accessible place on its website a brief, clear, accurate and transparent summary of the audit report, as well as the full and unredacted audit report, in relation to the reserve of assets referred to in Article 36.

18.

The issuer infringes Article 30(3) by not disclosing in a publicly and easily accessible place on its website in a clear, accurate and transparent manner as soon as possible any event that has or is likely to have a significant effect on the value of the significant asset-referenced_token or on the reserve of assets referred to in Article 36.

19.

The issuer infringes Article 31(1) by not establishing and maintaining effective and transparent procedures for the prompt, fair and consistent handling of complaints received from holders of the significant asset-referenced_token and other interested parties, including consumer associations that represent holders of the significant asset-referenced_token, and by not publishing descriptions of those procedures, or, where the significant asset-referenced_token is distributed, totally or partially, by third-party entities, by not establishing procedures to also facilitate the handling of complaints between holders and third-party entities as referred to in Article 34(5), first subparagraph, point (h).

20.

The issuer infringes Article 31(2) by not enabling the holders of the significant asset-referenced_token to file complaints free of charge.

21.

The issuer infringes Article 31(3) by not developing and making available to the holders of the significant asset-referenced_token a template for filing complaints and by not keeping a record of all complaints received and any measures taken in response to those complaints.

22.

The issuer infringes Article 31(4), by not investigating all complaints in a timely and fair manner or by not communicating the outcome of such investigations to the holders of its significant asset-referenced_token within a reasonable period.

23.

The issuer infringes Article 32(1) by not implementing and maintaining effective policies and procedures to identify, prevent, manage and disclose conflicts of interest between the issuer itself and its shareholders or members, itself and any shareholder or member, whether direct or indirect, that has a qualifying_holding in it, itself and the members of its management_body, itself and its employees, itself and the holders of the significant asset-referenced_token or itself and any third party providing one of the functions as referred in Article 34(5), first subparagraph, point (h).

24.

The issuer infringes Article 32(2) by not taking all appropriate steps to identify, prevent, manage and disclose conflicts of interest arising from the management and investment of the reserve of assets referred to in Article 36.

25.

The issuer infringes Article 32(3) and (4), by not disclosing, in a prominent place on its website, to the holders of the significant asset-referenced_token the general nature and sources of conflicts of interest and the steps taken to mitigate those risks, or by not being sufficiently precise in the disclosure to enable the prospective holders of the significant asset-referenced_token to take an informed purchasing decision about such token.

26.

The issuer infringes Article 33 by not immediately notifying EBA of any changes to its management_body or by not providing EBA with all necessary information to assess compliance with Article 34(2).

27.

The issuer infringes Article 34(1) by not having 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.

28.

The issuer infringes Article 34(2) by having members of its management_body who are not of sufficiently good repute or do not possess the appropriate knowledge, skills and experience, both individually and collectively, to perform their duties or do not demonstrate that they are capable of committing sufficient time to effectively perform their duties.

29.

The issuer infringes Article 34(3) by not having its management_body assess or periodically review the effectiveness of the policy arrangements and procedures put in place to comply with Chapters 2, 3, 5 and 6 of Title III or by not taking appropriate measures to address any deficiencies in that respect.

30.

The issuer infringes Article 34(4) by having shareholders or members, whether direct or indirect, with qualifying_holdings who are not of sufficiently good repute.

31.

The issuer infringes Article 34(5) by not adopting policies and procedures that are sufficiently effective to ensure compliance with this Regulation, in particular by not establishing, maintaining and implementing any of the policies and procedures referred to in the first subparagraph, points (a) to (k), of that paragraph.

32.

The issuer infringes Article 34(5) by not entering into contractual arrangements with third-party entities as referred to in the first subparagraph, point (h), of that paragraph that set out the roles, responsibilities, rights and obligations both of the issuer and of the third-party entity concerned, or by not providing for an unambiguous choice of applicable law.

33.

The issuer infringes Article 34(6), unless it has initiated a plan as referred to in Article 47, by not employing appropriate and proportionate systems, resources or procedures to ensure the continued and regular performance of its services and activities, and by not maintaining all of its systems and security access protocols in conformity with the appropriate Union standards.

34.

The issuer infringes Article 34(7) by not submitting a plan for discontinuation of providing services and activities to EBA, for approval of such discontinuation.

35.

The issuer infringes Article 34(8) by not identifying sources of operational risks and by not minimising those risks through the development of appropriate systems, controls and procedures.

36.

The issuer infringes Article 34(9) by not establishing a business continuity policy and plans to ensure, in the case of an interruption of its ICT systems and procedures, the preservation of essential data and functions and the maintenance of its activities, or, where that is not possible, the timely recovery of such data and functions and the timely resumption of its activities.

37.

The issuer infringes Article 34(10) by not having in place internal control mechanisms and effective procedures for risk management, including effective control and safeguard arrangements for managing ICT systems as required by Regulation (EU) 2022/2554.

38.

The issuer infringes Article 34(11) by not having in place systems and procedures that are adequate to safeguard the availability, authenticity, integrity and confidentiality of data as required by Regulation (EU) 2022/2554 and in line with Regulation (EU) 2016/679.

39.

The issuer infringes Article 34(12) by not ensuring that the issuer is regularly audited by independent auditors.

40.

The issuer infringes Article 35(1) by not having, at all times, own funds equal to amounts of at least the highest of that set in point (a) or (c) of that paragraph or in Article 45(5).

41.

The issuer infringes Article 35(2) of this Regulation where its own funds do not consist of the Common Equity Tier 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 Article 46(4) and Article 48 of that Regulation.

42.

The issuer infringes Article 35(3) by not complying with the requirement of EBA to hold a higher amount of own funds, following the assessment made in accordance with points (a) to (g) of that paragraph.

43.

The issuer infringes Article 35(5) by not conducting, on a regular basis, stress testing that takes into account severe but plausible financial stress scenarios, such as interest rate shocks and non-financial stress scenarios such as operational risk.

44.

The issuer infringes Article 35(5) by not complying with the requirement of EBA to hold a higher amount of own funds based on the outcome of the stress testing.

45.

The issuer infringes Article 36(1) by not constituting and, at all times, maintaining a reserve of assets.

46.

The issuer infringes Article 36(1) by not ensuring that the reserve of assets is composed and managed in such a way that the risks associated to the assets referenced by the significant asset-referenced_token are covered.

47.

The issuer infringes Article 36(1) by not ensuring that the reserve of assets is composed and managed in such a way that the liquidity risks associated to the permanent rights of redemption of the holders are addressed.

48.

The issuer infringes Article 36(3) by not ensuring that the reserve of assets is operationally segregated from the issuer’s estate, and from the reserve of assets of other asset-referenced_tokens.

49.

The issuer infringes Article 36(6) where its management_body does not ensure effective and prudent management of the reserve of assets.

50.

The issuer infringes Article 36(6) by not ensuring that the issuance and redemption of the significant asset-referenced_token is always matched by a corresponding increase or decrease in the reserve of assets.

51.

The issuer infringes Article 36(7) by not determining the aggregate value of the reserve of assets using market prices, and by not having its aggregate value always at least equal to the aggregate value of the claims against the issuer from holders of the significant asset-referenced_token in circulation.

52.

The issuer infringes Article 36(8), by not having a clear and detailed policy describing the stabilisation mechanism of the significant asset-referenced_token that meets the conditions set out in points (a) to (g) of that paragraph.

53.

The issuer infringes Article 36(9) by not mandating an independent audit of the reserve of assets every six months, as of the date of its authorisation or as of the date of approval of the crypto-asset white paper pursuant to Article 17.

54.

The issuer infringes Article 36(10) by not notifying to EBA the result of the audit in accordance with that paragraph or by not publishing the result of the audit within two weeks of the date of notification to EBA.

55.

The issuer infringes Article 37(1) by not establishing, maintaining or implementing custody policies, procedures and contractual arrangements that ensure at all times that the conditions listed in the first subparagraph, points (a) to (e), of that paragraph are met.

56.

The issuer infringes Article 37(2) by not having, when issuing two or more significant asset-referenced_tokens, a custody policy in place for each pool of reserve of assets.

57.

The issuer infringes Article 37(3) by not ensuring that the reserve assets are held in custody by a crypto-asset service provider providing custody and administration of crypto-assets on behalf of clients, a credit_institution or an investment_firm by no later than five working days after the date of issuance of the significant asset-referenced_token.

58.

The issuer infringes Article 37(4) by not exercising all due skill, care and diligence in the selection, appointment and review of crypto-asset service providers, credit_institutions and investment_firms appointed as custodians of the reserve assets, or by not ensuring that the custodian is a legal person different from the issuer.

59.

The issuer infringes Article 37(4) by not ensuring that the crypto-asset service providers, credit_institutions and investment_firms appointed as custodians of the reserve assets have the necessary expertise and market reputation to act as custodians of such reserve assets.

60.

The issuer infringes Article 37(4) by not ensuring in the contractual arrangements with the custodians that the reserve assets held in custody are protected against claims of the custodians’ creditors.

61.

The issuer infringes Article 37(5) by not setting out in the custody policies and procedures the selection criteria for the appointment of crypto-asset service providers, credit_institutions or investment_firms as custodians of the reserve assets or by not setting out the procedure for reviewing such appointment.

62.

The issuer infringes Article 37(5) by not reviewing the appointment of crypto-asset service providers, credit_institutions or investment_firms as custodians of the reserve assets on a regular basis, by not evaluating its exposures to such custodians or by not monitoring the financial conditions of such custodians on an ongoing basis.

63.

The issuer infringes Article 37(6) by not ensuring that custody of the reserve assets is carried out in accordance with the first subparagraph, points (a) to (d), of that paragraph.

64.

The issuer infringes Article 37(7) by not having the appointment of a crypto-asset service provider, credit_institution or investment_firm as custodian of the reserve assets evidenced by a contractual arrangement, or by not regulating, by means of such a contractual arrangement, the flow of information necessary to enable the issuer of the significant asset-referenced_token, the crypto-asset service provider, the credit_institution and the investment_firm to perform their functions as custodians.

65.

The issuer infringes Article 38(1) by investing the reserve of assets in any products that are not highly liquid financial_instruments with minimal market risk, credit risk and concentration risks or where such investments cannot be liquidated rapidly with minimal adverse price effect.

66.

The issuer infringes Article 38(3) by not holding in custody in accordance with Article 37 the financial_instruments in which the reserve of assets is invested.

67.

The issuer infringes Article 38(4) by not bearing all profits and losses and any counterparty or operational risks that result from the investment of the reserve of assets.

68.

The issuer infringes Article 39(1), by not establishing, maintaining and implementing clear and detailed policies and procedures in respect of permanent rights of redemption of holders of the significant asset-referenced_token.

69.

The issuer infringes Article 39(1) and (2) by not ensuring that holders of the significant asset-referenced_token have permanent rights of redemption in accordance with those paragraphs, and by not establishing a policy on such permanent rights of redemption that meets the conditions listed in Article 39(2), first subparagraph, points (a) to (e).

70.

The issuer infringes Article 39(3) by applying fees in the event of the redemption of the significant asset-referenced_token.

71.

The issuer infringes Article 40 by granting interest in relation to the significant asset-referenced_token.

72.

The issuer infringes Article 45(1) by not adopting, implementing and maintaining a remuneration policy that promotes the sound and effective risk management of issuers of significant asset-referenced_tokens and that does not create incentives to relax risk standards.

73.

The issuer infringes Article 45(2) by not ensuring that its significant asset-referenced_token can be held in custody by different crypto-asset service providers authorised for providing custody and administration of crypto-assets on behalf of clients, on a fair, reasonable and non-discriminatory basis.

74.

The issuer infringes Article 45(3) by not assessing or monitoring the liquidity needs to meet requests for redemption of the significant asset-referenced_token by its holders.

75.

The issuer infringes Article 45(3) by not establishing, maintaining or implementing a liquidity management policy and procedures or by not ensuring, with those policy and procedures, that the reserve assets have a resilient liquidity profile that enables the issuer of the significant asset-referenced_token to continue operating normally, including under scenarios of liquidity stress.

76.

The issuer infringes Article 45(4) by not conducting, on a regular basis, liquidity stress testing or by not strengthening the liquidity requirements where requested by EBA based on the outcome of such tests.

77.

The issuer infringes Article 46(1) by not drawing up and maintaining a recovery plan providing for measures to be taken by the issuer of the significant asset-referenced_token to restore compliance with the requirements applicable to the reserve of assets in cases where the issuer fails to comply with those requirements, including the preservation of its services related to the significant asset-referenced_token, the timely recovery of operations and the fulfilment of the issuer’s obligations in the case of events that pose a significant risk of disrupting operations.

78.

The issuer infringes Article 46(1) by not drawing up and maintaining a recovery plan that includes appropriate conditions and procedures to ensure the timely implementation of recovery actions as well as a wide range of recovery options, as listed in the third subparagraph of that paragraph.

79.

The issuer infringes Article 46(2) by not notifying the recovery plan to EBA and, where applicable, to its resolution and prudential supervisory authorities, within six months of the date of authorisation pursuant to Article 21 or of the date of approval of the crypto-asset white paper pursuant to Article 17.

80.

The issuer infringes Article 46(2) by not regularly reviewing or updating the recovery plan.

81.

The issuer infringes Article 47(1) by not drawing up and maintaining an operational plan to support the orderly redemption of each significant asset-referenced_token.

82.

The issuer infringes Article 47(2) by not having a redemption plan that demonstrates the ability of the issuer of the significant asset-referenced_token to carry out the redemption of the outstanding significant asset-referenced_token issued without causing undue economic harm to its holders or to the stability of the markets of the reserve assets.

83.

The issuer infringes Article 47(2) by not having a redemption plan that includes contractual arrangements, procedures or systems, including the designation of a temporary administrator, to ensure the equitable treatment of all holders of the significant asset-referenced_token and to ensure that holders of the significant asset-referenced_token are paid in a timely manner with the proceeds from the sale of the remaining reserve assets.

84.

The issuer infringes Article 47(2) by not having a redemption plan that ensures the continuity of any critical activities that are necessary for the orderly redemption and that are performed by the issuer or by any third-party entity.

85.

The issuer infringes Article 47(3) by not notifying the redemption plan to EBA within six months of the date of authorisation pursuant to Article 21 or of the date of approval of the crypto-asset white paper pursuant to Article 17.

86.

The issuer infringes Article 47(3) by not regularly reviewing or updating the redemption plan.

87.

The issuer infringes Article 88(1), except where the conditions of Article 88(2) are met, by not informing the public as soon as possible of inside information as referred to in Article 87, that directly concerns that issuer, in a manner that enables fast access and complete, correct and timely assessment of the information by the public.

ANNEX VI

LIST OF INFRINGEMENTS OF PROVISIONS REFERRED TO IN TITLE IV IN CONJUNCTION WITH TITLE III FOR ISSUERS OF SIGNIFICANT E-MONEY TOKENS

The issuer infringes Article 22(1) by not reporting, for each significant e-money token denominated in a currency that is not an official_currency of a Member State with an issue value that is higher than EUR 100 000 000, on a quarterly basis to EBA, the information referred to in the first subparagraph, points (a) to (d), of that paragraph.

The issuer infringes Article 23(1) by not stopping issuing a significant e-money token denominated in a currency that is not an official_currency of a Member State upon reaching the thresholds provided for in that paragraph or by not submitting a plan to EBA within 40 working days of reaching those thresholds to ensure that the estimated quarterly average number and average aggregate value of the transactions per day are kept below those thresholds.

The issuer infringes Article 23(4) by not complying with the modifications of the plan referred to in paragraph 1, point (b), of that Article as required by EBA.

The issuer infringes Article 35(5) by not conducting, on a regular basis, stress testing that takes into account severe but plausible financial stress scenarios, such as interest rate shocks, and non-financial stress scenarios, such as operational risk.

The issuer infringes Article 35(5) by not complying with the requirement of EBA to hold a higher amount of own funds based on the outcome of the stress testing.

The issuer infringes Article 36(1) by not constituting and, at all times, maintaining a reserve of assets.

The issuer infringes Article 36(1) by not ensuring that the reserve of assets is composed and managed in such a way that the risks associated to the official_currency referenced by the significant e-money token are covered.

10.

11.

The issuer infringes Article 36(3) by not ensuring that the reserve of assets is operationally segregated from the issuer’s estate, and from the reserve of assets of other e-money tokens.

12.

The issuer infringes Article 36(6) where its management_body does not ensure effective and prudent management of the reserve of assets.

13.

The issuer infringes Article 36(6) by not ensuring that the issuance and redemption of the significant e-money token is always matched by a corresponding increase or decrease in the reserve of assets.

14.

The issuer infringes Article 36(7) by not determining the aggregate value of the reserve of assets by using market prices, and by not having its aggregate value always at least equal to the aggregate value of the claims against the issuer from the holders of the significant e-money token in circulation.

15.

The issuer infringes Article 36(8) by not having a clear and detailed policy describing the stabilisation mechanism of the significant e-money token that meets the conditions set out in points (a) to (g) of that paragraph.

16.

The issuer infringes Article 36(9) by not mandating an independent audit of the reserve of assets every six months after the date of the offer_to_the_public or admission to trading.

17.

18.

19.

The issuer infringes Article 37(2) by not having, when issuing two or more significant e-money tokens, a custody policy in place for each pool of reserve of assets.

20.

21.

The issuer infringes Article 37(4) by not exercising all due skill, care and diligence in the selection, appointment and review of crypto-asset service providers, credit_institutions and investment_firms appointed as custodians of the reserve assets or by not ensuring that the custodian is a legal person different from the issuer.

22.

23.

24.

25.

The issuer infringes Article 37(5) by not reviewing the appointment of crypto-asset service providers, credit_institutions or investment_firms as custodians of the reserve assets on a regular basis, and by not evaluating its exposures to such custodians, or by not monitoring the financial conditions of such custodians on an ongoing basis.

26.

The issuer infringes Article 37(6) by not ensuring that the custody of the reserve assets is carried out in accordance with the first subparagraph, points (a) to (d), of that paragraph.

27.

The issuer infringes Article 37(7) by not having the appointment of a crypto-asset service provider, credit_institution or investment_firm as custodian of the reserve assets evidenced by a contractual arrangement, or by not regulating, by means of such a contractual arrangement, the flow of information necessary to enable the issuer of the significant e-money token, the crypto-asset service provider, the credit_institutions and the investment_firm to perform their functions as custodians.

28.

29.

The issuer infringes Article 38(3) by not holding in custody in accordance with Article 37 the financial_instruments in which the reserve of assets is invested.

30.

The issuer infringes Article 38(4) by not bearing all profits and losses and any counterparty or operational risks that result from the investment of the reserve of assets.

31.

The issuer infringes Article 45(1) by not adopting, implementing and maintaining a remuneration policy that promotes the sound and effective risk management of issuers of significant e-money tokens and that does not create incentives to relax risk standards.

32.

The issuer infringes Article 45(2) by not ensuring that its significant e-money token can be held in custody by different crypto-asset service providers authorised for providing custody and administration of crypto-assets on behalf of clients on a fair, reasonable and non-discriminatory basis.

33.

The issuer infringes Article 45(3) by not assessing or monitoring the liquidity needs to meet requests for redemption of the significant e-money token by its holders.

34.

The issuer infringes Article 45(3) by not establishing, maintaining or implementing a liquidity management policy and procedures or by not ensuring, with those policy and procedures, that the reserve assets have a resilient liquidity profile that enables the issuer of the significant e-money token to continue operating normally, including under liquidity stressed scenarios.

35.

36.

The issuer infringes Article 45(5) by not complying, at all times, with the own funds requirement.

37.

The issuer infringes Article 46(1) by not drawing up and maintaining a recovery plan providing for measures to be taken by the issuer of significant e-money tokens to restore compliance with the requirements applicable to the reserve of assets in cases where the issuer fails to comply with those requirements, including the preservation of its services related to the significant e-money token, the timely recovery of operations and the fulfilment of the issuer’s obligations in the case of events that pose a significant risk of disrupting operations.

38.

39.

40.

The issuer infringes Article 46(2) by not regularly reviewing or updating the recovery plan.

41.

The issuer infringes Article 47(1) by not drawing up and maintaining an operational plan that supports the orderly redemption of each significant e-money token.

42.

The issuer infringes Article 47(2) by not having a redemption plan that demonstrates the ability of the issuer of the significant e-money token to carry out the redemption of the outstanding significant e-money token issued without causing undue economic harm to its holders or to the stability of the markets of the reserve assets.

43.

The issuer infringes Article 47(2) by not having a redemption plan that includes contractual arrangements, procedures or systems, including the designation of a temporary administrator, to ensure the equitable treatment of all holders of the significant e-money token and to ensure that holders of the significant e-money token are paid in a timely manner with the proceeds from the sale of the remaining reserve assets.

44.

45.

The issuer infringes Article 47(3) by not notifying the redemption plan to EBA within six months of the date of the offer_to_the_public or admission to trading.

46.

The issuer infringes Article 47(3) by not regularly reviewing or updating the redemption plan.

whereas

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