Regolamento art MICAR sulle crypto testo multilingue 2023/1114 EN

1. This Regulation lays down uniform requirements for the offer_to_the_public and admission to trading on a trading platform of crypto-assets other than asset-referenced_tokens and e-money tokens, of asset-referenced_tokens and of e-money tokens, as well as requirements for crypto-asset service providers.

2. In particular, this Regulation lays down the following:

(a)	transparency and disclosure requirements for the issuance, offer_to_the_public and admission of crypto-assets to trading on a trading platform for crypto-assets (‘admission to trading’);

(b)	requirements for the authorisation and supervision of crypto-asset service providers, issuers of asset-referenced_tokens and issuers of e-money tokens, as well as for their operation, organisation and governance;

(c)	requirements for the protection of holders of crypto-assets in the issuance, offer_to_the_public and admission to trading of crypto-assets;

(d)	requirements for the protection of clients of crypto-asset service providers;

(e)	measures to prevent insider dealing, unlawful disclosure of inside information and market manipulation related to crypto-assets, in order to ensure the integrity of markets in crypto-assets.

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)

‘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 16

Authorisation

1. A person shall not make an offer_to_the_public, or seek the admission to trading, of an asset-referenced_token, within the Union, unless that person is the issuer of that asset-referenced_token and is:

(a)	a legal person or other undertaking that is established in the Union and has been authorised in accordance with Article 21 by the competent_authority of its home_Member_State; or

(b)	a credit_institution that complies with Article 17.

Notwithstanding the first subparagraph, upon the written consent of the issuer of an asset-referenced_token, other persons may offer_to_the_public or seek the admission to trading of that asset-referenced_token. Those persons shall comply with Articles 27, 29 and 40.

For the purposes of point (a) of the first subparagraph, other undertakings may issue asset-referenced_tokens only if their legal form ensures a level of protection for third parties’ interests equivalent to that afforded by legal persons and if they are subject to equivalent prudential supervision appropriate to their legal form.

2. Paragraph 1 shall not apply where:

(a)

over a period of 12 months, calculated at the end of each calendar day, the average outstanding value of the asset-referenced_token issued by an issuer never exceeds EUR 5 000 000, or the equivalent amount in another official_currency, and the issuer is not linked to a network of other exempt issuers; or

(b)	the offer_to_the_public of the asset-referenced_token is addressed solely to qualified_investors and the asset-referenced_token can only be held by such qualified_investors.

Where this paragraph applies, issuers of asset-referenced_tokens shall draw up a crypto-asset white paper as provided for in Article 19 and notify that crypto-asset white paper and, upon request, any marketing communications, to the competent_authority of their home_Member_State.

3. The authorisation granted by the competent_authority to a person referred to in paragraph 1, first subparagraph, point (a), shall be valid for the entire Union and shall allow an issuer of an asset-referenced_token to offer_to_the_public, throughout the Union, the asset-referenced_token for which it has been authorised, or to seek an admission to trading of such asset-referenced_token.

4. The approval granted by the competent_authority of an issuer’s crypto-asset white paper under Article 17(1) or Article 21(1) or of the modified crypto-asset white paper under Article 25 shall be valid for the entire Union.

Article 18

Application for authorisation

1. Legal persons or other undertakings that intend to offer_to_the_public or seek the admission to trading of asset-referenced_tokens shall submit their application for an authorisation referred to in Article 16 to the competent_authority of their home_Member_State.

2. The application referred to in paragraph 1 shall contain all of the following information:

(a)	the address of the applicant issuer;

(b)	the legal entity identifier of the applicant issuer;

(c)	the articles of association of the applicant issuer, where applicable;

(d)	a programme of operations, setting out the business model that the applicant issuer intends to follow;

(e)

a legal opinion that the asset-referenced_token does not qualify as either of the following:

(i)	a crypto-asset excluded from the scope of this Regulation pursuant to Article 2(4); or

(ii)	an e-money token;

(f)	a detailed description of the applicant issuer’s governance arrangements as referred to in Article 34(1);

(g)	where cooperation arrangements with specific crypto-asset service providers exist, a description of their internal control mechanisms and procedures to ensure compliance with the obligations in relation to the prevention of money laundering and terrorist financing under Directive (EU) 2015/849;

(h)	the identity of the members of the management_body of the applicant issuer;

(i)	proof that the persons referred to in point (h) are of sufficiently good repute and possess the appropriate knowledge, skills and experience to manage the applicant issuer;

(j)	proof that any shareholder or member, whether direct or indirect, that has a qualifying_holding in the applicant issuer is of sufficiently good repute;

(k)	a crypto-asset white paper as referred to in Article 19;

(l)	the policies and procedures referred to in Article 34(5), first subparagraph;

(m)	a description of the contractual arrangements with the third-party entities as referred to in Article 34(5), second subparagraph;

(n)	a description of the applicant issuer’s business continuity policy referred to in Article 34(9);

(o)	a description of the internal control mechanisms and risk management procedures referred to in Article 34(10);

(p)	a description of the systems and procedures in place to safeguard the availability, authenticity, integrity and confidentiality of data as referred to in Article 34(11);

(q)	a description of the applicant issuer’s complaints-handling procedures as referred to in Article 31;

(r)	where applicable, a list of host_Member_States where the applicant issuer intends to offer the asset-referenced_token to the public or intends to seek admission to trading of the asset-referenced_token.

3. issuers that have already been authorised in respect of one asset-referenced_token shall not be required to submit, for the purposes of authorisation in respect of another asset-referenced_token, any information that was previously submitted by them to the competent_authority where such information would be identical. When submitting the information listed in paragraph 2, the issuer shall expressly confirm that any information not resubmitted is still up-to-date.

4. The competent_authority shall promptly, and in any event within two working days of receipt of an application pursuant to paragraph 1, acknowledge receipt thereof in writing to the applicant issuer.

5. For the purposes of paragraph 2, points (i) and (j), the applicant issuer of the asset-referenced_token shall provide proof of all of the following:

(a)

for all members of the management_body, the absence of a criminal record in respect of convictions or the absence of penalties imposed under the applicable commercial law, insolvency law and financial services law, or in relation to anti-money laundering and counter-terrorist financing, to fraud or to professional liability;

(b)

that the members of the management_body of the applicant issuer of the asset-referenced_token collectively possess the appropriate knowledge, skills and experience to manage the issuer of the asset-referenced_token and that those persons are required to commit sufficient time to perform their duties;

(c)

for all shareholders and members, whether direct or indirect, that have qualifying_holdings in the applicant issuer, the absence of a criminal record in respect of convictions and the absence of penalties imposed under the applicable commercial law, insolvency law and financial services law, or in relation to anti-money laundering and counter-terrorist financing, to fraud or to professional liability.

6. EBA, in close cooperation with ESMA and the ECB, shall develop draft regulatory technical standards to further specify the information referred to in paragraph 2.

EBA 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 1093/2010.

7. EBA, in close cooperation with ESMA, shall develop draft implementing technical standards to establish standard forms, templates and procedures for the information to be included in the application in order to ensure uniformity across the Union.

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 in accordance with Article 15 of Regulation (EU) No 1093/2010.

Article 21

Grant or refusal of the authorisation

1. Competent authorities shall, within 25 working days of receipt of the opinions referred to in Article 20(5), take a fully reasoned decision granting or refusing authorisation to the applicant issuer and, within five working days of taking that decision, notify it to the applicant issuer. Where an applicant issuer is authorised, its crypto-asset white paper shall be deemed to be approved.

2. Competent authorities shall refuse authorisation where there are objective and demonstrable grounds that:

(a)	the management_body of the applicant issuer might pose a threat to its effective, sound and prudent management and business continuity and to the adequate consideration of the interest of its clients and the integrity of the market;

(b)	members of the management_body do not meet the criteria set out in Article 34(2);

(c)	shareholders and members, whether direct or indirect, that have qualifying_holdings do not meet the criteria of sufficiently good repute set out in Article 34(4);

(d)	the applicant issuer fails to meet or is likely to fail to meet any of the requirements of this Title;

(e)	the applicant issuer’s business model might pose a serious threat to market integrity, financial stability, the smooth operation of payment systems, or exposes the issuer or the sector to serious risks of money laundering and terrorist financing.

3. EBA and ESMA shall, by 30 June 2024, jointly issue guidelines in accordance with Article 16 of Regulation (EU) No 1093/2010 and Article 16 of Regulation (EU) No 1095/2010, respectively, on the assessment of the suitability of the members of the management_body of issuers of asset-referenced_tokens and of the shareholders and members, whether direct or indirect, that have qualifying_holdings in issuers of asset-referenced_tokens.

4. Competent authorities shall also refuse authorisation if the ECB or, where applicable, the central bank gives a negative opinion under Article 20(5) on the grounds of a risk posed to the smooth operation of payment systems, monetary policy transmission, or monetary sovereignty.

5. Competent authorities shall, within two working days of granting authorisation, communicate to the single point of contact of the host_Member_States, to ESMA, to EBA, to the ECB and, where applicable, to the central bank referred to in Article 20(4), the information specified in Article 109(3).

ESMA shall make such information available in the register, under Article 109(3), by the starting date of the offer_to_the_public or admission to trading.

6. Competent authorities shall inform EBA, ESMA, the ECB and, where applicable, the central bank referred to in Article 20(4), of all requests for authorisations refused, and provide the underlying reasoning for the decision and, where applicable, an explanation for any deviation from the opinions referred to in Article 20(5).

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 23

Restrictions on the issuance of asset-referenced_tokens used widely as a means of exchange

1. Where, for an asset-referenced_token, the estimated quarterly average number and average aggregate value of transactions per day associated to its uses as a means of exchange within a single currency area is higher than 1 million transactions and EUR 200 000 000, respectively, the issuer shall:

(a)	stop issuing that asset-referenced_token; and

(b)	within 40 working days of reaching that threshold, submit a plan to the competent_authority to ensure that the estimated quarterly average number and average aggregate value of those transactions per day is kept below 1 million transactions and EUR 200 000 000 respectively.

2. The competent_authority shall use the information provided by the issuer, its own estimates, or the estimates provided by the ECB or, where applicable, by the central bank referred to in Article 20(4), whichever is higher, in order to assess whether the threshold referred to in paragraph 1 is reached.

3. Where several issuers issue the same asset-referenced_token, the criteria referred in paragraph 1 shall be assessed by the competent_authority after aggregating the data from all issuers.

4. The issuer shall submit the plan referred to in paragraph 1, point (b), for approval to the competent_authority. Where necessary, the competent_authority shall require modifications, such as imposing a minimum denomination amount, in order to ensure a timely decrease of the use as a means of exchange of the asset-referenced_token.

5. The competent_authority shall only allow the issuer to issue the asset-referenced_token again when it has evidence that the estimated quarterly average number and average aggregated value of transactions per day associated to its uses as a means of exchange within a single currency area is lower than 1 million transactions and EUR 200 000 000 respectively.

Article 25

Modification of published crypto-asset white papers for asset-referenced_tokens

1. issuers of asset-referenced_tokens shall notify the competent_authority of their home_Member_State of any intended change of their business model likely to have a significant influence on the purchase decision of any holders or prospective holders of asset-referenced_tokens, which occurs after the authorisation pursuant to Article 21 or after the approval of the crypto-asset white paper pursuant to Article 17, as well as in the context of Article 23. Such changes include, amongst others, any material modifications to:

(a)	the governance arrangements, including reporting lines to the management_body and risk management framework;

(b)	the reserve assets and the custody of the reserve assets;

(c)	the rights granted to the holders of asset-referenced_tokens;

(d)	the mechanism through which an asset-referenced_token is issued and redeemed;

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

(f)	the functioning of issuers’ proprietary distributed_ledger_technology, where the asset-referenced_tokens are issued, transferred and stored using such a distributed_ledger_technology;

(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)	the arrangements with third-party entities, including for managing the reserve assets and the investment of the reserve, the custody of reserve assets, and, where applicable, the distribution of the asset-referenced_tokens to the public;

(i)	the complaints-handling procedures;

(j)	the money laundering and terrorist financing risk assessment and general policies and procedures related thereto.

issuers of asset-referenced_tokens shall notify the competent_authority of their home_Member_State at least 30 working days before the intended changes take effect.

2. Where any intended change as referred to in paragraph 1 has been notified to the competent_authority, the issuer of an asset-referenced_token shall draw up a draft modified crypto-asset white paper and shall ensure that the order of the information appearing therein is consistent with that of the original crypto-asset white paper.

The issuer of the asset-referenced_token shall notify the draft modified crypto-asset white paper to the competent_authority of the home_Member_State.

The competent_authority shall electronically acknowledge receipt of the draft modified crypto-asset white paper as soon as possible, and at the latest five working days from receipt thereof.

The competent_authority shall grant approval of, or refuse to approve, the draft modified crypto-asset white paper within 30 working days of acknowledgement of receipt thereof. During the examination of the draft modified crypto-asset white paper, the competent_authority may request any additional information, explanations or justifications concerning the draft modified crypto-asset white paper. When the competent_authority makes such request, the time limit of 30 working days shall commence only when the competent_authority has received the additional information requested.

3. Where the competent_authority considers that the modifications to a crypto-asset white paper are potentially relevant for the smooth operation of payment systems, monetary policy transmission and monetary sovereignty, it shall consult the ECB and, where applicable, the central bank referred to in Article 20(4). The competent_authority may also consult EBA and ESMA in such cases.

The ECB or the relevant central bank and, where applicable, EBA and ESMA, shall provide an opinion within 20 working days of receipt of the consultation referred to in the first subparagraph.

4. Where the competent_authority approves the modified crypto-asset white paper, it may require the issuer of the asset-referenced_token:

(a)	to put in place mechanisms to ensure the protection of holders of the asset-referenced_token, when a potential modification of the issuer’s operations can have a material effect on the value, stability, or risks of the asset-referenced_token or the reserve assets;

(b)	to take any appropriate corrective measures to address concerns related to market integrity, financial stability or the smooth operation of payment systems.

The competent_authority shall require the issuer of the asset-referenced_token to take any appropriate corrective measures to address concerns related to the smooth operation of payment systems, monetary policy transmission, or monetary sovereignty, if such corrective measures are proposed by the ECB or, where applicable, the central bank referred to in Article 20(4) in the consultations referred to in paragraph 3 of this Article.

Where the ECB or the central bank referred to in Article 20(4) has proposed different measures than the ones required by the competent_authority, the measures proposed shall be combined or, if not possible, the more stringent measure shall be required.

5. The competent_authority shall communicate the modified crypto-asset white paper to ESMA, the single points of contact of the host_Member_States, EBA, the ECB and, where applicable, the central bank of the Member State concerned within two working days of granting approval.

ESMA shall make the modified crypto-asset white paper available in the register referred to in Article 109 without undue delay.

Article 26

Liability of issuers of asset-referenced_tokens for the information given in a crypto-asset white paper

1. Where an issuer has infringed Article 19 by providing in its crypto-asset white paper or in a modified crypto-asset white paper information that is not complete, fair or clear, or that is misleading, that issuer and the members of its administrative, management or supervisory body shall be liable to a holder of such asset-referenced_token for any loss incurred due to that infringement.

2. Any contractual exclusion or limitation of civil liability as referred to in paragraph 1 shall be deprived of legal effect.

3. It shall be the responsibility of the holder of the asset-referenced_token to present evidence indicating that the issuer of that asset-referenced_token has infringed Article 19 by providing in its crypto-asset white paper or in a modified crypto-asset white paper information that is not complete, fair or clear, or that is misleading and that reliance on such information had an impact on the holder’s decision to purchase, sell or exchange that asset-referenced_token.

4. The issuer and the members of its administrative, management or supervisory body shall not be liable for loss suffered as a result of reliance on the information provided in a summary pursuant to Article 19, including any translation thereof, except where the summary:

(a)	is misleading, inaccurate or inconsistent when read together with the other parts of the crypto-asset white paper; or

(b)	does not provide, when read together with the other parts of the crypto-asset white paper, key information in order to aid prospective holders when considering whether to purchase the asset-referenced_token.

5. This Article is without prejudice to any other civil liability pursuant to national law.

CHAPTER 2

Obligations of issuers of asset-referenced_tokens

Article 27

Obligation to act honestly, fairly and professionally in the best interest of the holders of asset-referenced_tokens

1. issuers of asset-referenced_tokens shall act honestly, fairly and professionally and shall communicate with the holders and prospective holders of asset-referenced_tokens in a fair, clear and not misleading manner.

2. issuers of asset-referenced_tokens shall act in the best interests of the holders of such tokens and shall treat them equally, unless any preferential treatment is disclosed in the crypto-asset white paper and, where applicable, the marketing communications.

Article 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 31

Complaints-handling procedures

1. issuers of asset-referenced_tokens shall establish and maintain effective and transparent procedures for the prompt, fair and consistent handling of complaints received from holders of asset-referenced_tokens and other interested parties, including consumer associations that represent holders of asset-referenced_tokens, and shall publish descriptions of those procedures. Where the asset-referenced_tokens are distributed, totally or partially, by third-party entities as referred to in Article 34(5), first subparagraph, point (h), issuers of the asset-referenced_tokens shall establish procedures to also facilitate the handling of such complaints between holders of the asset-referenced_tokens and such third-party entities.

2. Holders of asset-referenced_tokens shall be able to file complaints free of charge with the issuers of their asset-referenced_tokens or, where applicable, with the third-party entities as referred to in paragraph 1.

3. issuers of asset-referenced_tokens and, where applicable, the third-party entities as referred to in paragraph 1, shall develop and make available to holders of asset-referenced_tokens a template for filing complaints and shall keep a record of all complaints received and any measures taken in response thereto.

4. issuers of asset-referenced_tokens shall investigate all complaints in a timely and fair manner and communicate the outcome of such investigations to the holders of their asset-referenced_tokens within a reasonable period.

5. EBA, in close cooperation with ESMA, shall develop draft regulatory technical standards to further specify the requirements, templates and procedures for handling complaints.

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

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 33

Notification of changes to management_body

issuers of asset-referenced_tokens shall notify immediately their competent_authority of any changes to their management_body, and shall provide their competent_authority with all of the necessary information to assess compliance with Article 34(2).

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 40

Prohibition of granting interest

1. issuers of asset-referenced_tokens shall not grant interest in relation to asset-referenced_tokens.

2. Crypto-asset service providers shall not grant interest when providing crypto-asset services related to asset-referenced_tokens.

3. For the purposes of paragraphs 1 and 2, any remuneration or any other benefit related to the length of time during which a holder of asset-referenced_tokens holds such asset-referenced_tokens shall be treated as interest. That includes net compensation or discounts, with an effect equivalent to that of interest received by the holder of asset-referenced_tokens, directly from the issuer or from third parties, and directly associated to the asset-referenced_tokens or from the remuneration or pricing of other products.

CHAPTER 4

Acquisitions of issuers of asset-referenced_tokens

Article 41

Assessment of proposed acquisitions of issuers of asset-referenced_tokens

1. Any natural or legal persons or such persons acting in concert who intend to acquire, directly or indirectly (the ‘proposed acquirer’), a qualifying_holding in an issuer of an asset-referenced_token or to increase, directly or indirectly, such a qualifying_holding so that the proportion of the voting rights or of the capital held would reach or exceed 20 %, 30 % or 50 %, or so that the issuer of the asset-referenced_token would become its subsidiary, shall notify the competent_authority of that issuer thereof in writing, indicating the size of the intended holding and the information required by the regulatory technical standards adopted by the Commission in accordance with Article 42(4).

2. Any natural or legal person who has taken a decision to dispose, directly or indirectly, of a qualifying_holding in an issuer of an asset-referenced_token shall, prior to disposing of that holding, notify in writing the competent_authority of its decision and indicate the size of such holding. That person shall also notify the competent_authority where it has taken a decision to reduce a qualifying_holding so that the proportion of the voting rights or of the capital held would fall below 10 %, 20 %, 30 % or 50 %, or so that the issuer of the asset-referenced_token would cease to be that person’s subsidiary.

3. The competent_authority shall promptly and in any event within two working days following receipt of a notification pursuant to paragraph 1 acknowledge receipt thereof in writing.

4. The competent_authority shall assess the proposed acquisition referred to in paragraph 1 of this Article and the information required by the regulatory technical standards adopted by the Commission in accordance with Article 42(4), within 60 working days of the date of the written acknowledgement of receipt referred to in paragraph 3 of this Article. When acknowledging receipt of the notification, the competent_authority shall inform the proposed acquirer of the date of expiry of the assessment period.

5. When performing the assessment referred to in paragraph 4, the competent_authority may request from the proposed acquirer any additional information that is necessary to complete that assessment. Such request shall be made before the assessment is finalised, and in any case no later than on the 50th working day from the date of the written acknowledgement of receipt referred to in paragraph 3. Such requests shall be made in writing and shall specify the additional information needed.

The competent_authority shall suspend the assessment period referred to in paragraph 4 until it has received the additional information referred to in the first subparagraph of this paragraph. The suspension shall not exceed 20 working days. Any further requests by the competent_authority for additional information or for clarification of the information received shall not result in an additional suspension of the assessment period.

The competent_authority may extend the suspension referred to in the second subparagraph of this paragraph by up to 30 working days if the proposed acquirer is situated outside the Union or regulated under the law of a third country.

6. A competent_authority that, upon completion of the assessment referred to in paragraph 4, decides to oppose the proposed acquisition referred to in paragraph 1 shall notify the proposed acquirer thereof within two working days, and in any event before the date referred to in paragraph 4 extended, where applicable, in accordance with paragraph 5, second and third subparagraphs. The notification shall provide the reasons for such a decision.

7. Where the competent_authority does not oppose the proposed acquisition referred to in paragraph 1 before the date referred to in paragraph 4 extended, where applicable, in accordance with paragraph 5, second and third subparagraphs, the proposed acquisition shall be deemed to be approved.

8. The competent_authority may set a maximum period for concluding the proposed acquisition referred to in paragraph 1, and extend that maximum period where appropriate.

Article 42

Content of the assessment of proposed acquisitions of issuers of asset-referenced_tokens

1. When performing the assessment referred to in Article 41(4), the competent_authority shall appraise the suitability of the proposed acquirer and the financial soundness of the proposed acquisition referred to in Article 41(1) against all of the following criteria:

(a)	the reputation of the proposed acquirer;

(b)	the reputation, knowledge, skills and experience of any person who will direct the business of the issuer of the asset-referenced_token as a result of the proposed acquisition;

(c)	the financial soundness of the proposed acquirer, in particular in relation to the type of business envisaged and pursued in respect of the issuer of the asset-referenced_token in which the acquisition is proposed;

(d)	whether the issuer of the asset-referenced_token will be able to comply and continue to comply with the provisions of this Title;

(e)

whether there are reasonable grounds to suspect that, in connection with the proposed acquisition, money laundering or terrorist financing within the meaning of, respectively, Article 1(3) and (5) of Directive (EU) 2015/849 is being or has been committed or attempted, or that the proposed acquisition could increase the risk thereof.

2. The competent_authority may oppose the proposed acquisition only where there are reasonable grounds for doing so based on the criteria set out in paragraph 1 of this Article or where the information provided in accordance with Article 41(4) is incomplete or false.

3. Member States shall not impose any prior conditions in respect of the level of qualifying_holding that is required to be acquired under this Regulation nor allow their competent authorities to examine the proposed acquisition in terms of the economic needs of the market.

4. EBA, in close cooperation with ESMA, shall develop draft regulatory technical standards specifying the detailed content of the information that is necessary to carry out the assessment referred to in Article 41(4), first subparagraph. The information required shall be relevant for a prudential assessment, proportionate and adapted to the nature of the proposed acquirer and the proposed acquisition referred to in Article 41(1).

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

CHAPTER 5

Significant asset-referenced_tokens

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 44

Voluntary classification of asset-referenced_tokens as significant asset-referenced_tokens

1. Applicant issuers of asset-referenced_tokens may indicate in their application for authorisation pursuant to Article 18, or in their notification pursuant to Article 17, that they wish for their asset-referenced_tokens to be classified as significant asset-referenced_tokens. In that case, the competent_authority shall immediately notify such request of the applicant issuer to EBA, to the ECB and, in the cases referred to in Article 43(4), to the central bank of the Member State concerned.

In order for an asset-referenced_token to be classified as significant under this Article, the applicant issuer of the asset-referenced_token shall demonstrate, through a detailed programme of operations referred to in Article 17(1), point (b)(i), and Article 18(2), point (d), that it is likely to fulfil at least three of the criteria set out in Article 43(1).

2. EBA shall, within 20 working days of the notification referred to in paragraph 1 of this Article, prepare a draft decision containing its opinion based on the programme of operations whether the asset-referenced_token fulfils or is likely to fulfil at least three of the criteria set out in Article 43(1) and notify that draft decision to the competent_authority of the applicant issuer’s home_Member_State, to the ECB and, in the cases referred to in Article 43(4), second subparagraph, to the central bank of the Member State concerned.

Competent authorities of issuers of such asset-referenced_tokens, the ECB and, where applicable, the central bank of the Member State concerned, 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.

3. 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 notification referred to in paragraph 1 and immediately notify that decision to the applicant issuer of such asset-referenced_token and its competent_authority.

4. Where asset-referenced_tokens have been classified as significant pursuant to a decision of EBA taken in accordance with paragraph 3 of this Article, the supervisory responsibilities with respect to issuers of those asset-referenced_tokens shall be transferred from the competent_authority to EBA on the date of the decision of the competent_authority to grant the authorisation referred to in Article 21(1) or on the date of approval of the crypto-asset white paper pursuant to Article 17.

Article 45

Specific additional obligations for issuers of significant asset-referenced_tokens

1. issuers of significant asset-referenced_tokens shall adopt, implement and maintain a remuneration policy that promotes the sound and effective risk management of such issuers and that does not create incentives to relax risk standards.

2. issuers of significant asset-referenced_tokens shall ensure that such tokens can be held in custody by different crypto-asset service providers authorised for providing custody and administration of crypto-assets on behalf of clients, including by crypto-asset service providers that do not belong to the same group, as defined in Article 2, point (11), of Directive 2013/34/EU, on a fair, reasonable and non-discriminatory basis.

3. issuers of significant asset-referenced_tokens shall assess and monitor the liquidity needs to meet requests for redemption of asset-referenced_tokens by their holders. For that purpose, issuers of significant asset-referenced_tokens shall establish, maintain and implement a liquidity management policy and procedures. That policy and those procedures shall ensure that the reserve assets have a resilient liquidity profile that enables issuers of significant asset-referenced_tokens to continue operating normally, including under scenarios of liquidity stress.

4. issuers of significant asset-referenced_tokens shall, on a regular basis, conduct liquidity stress testing. Depending on the outcome of such tests, EBA may decide to strengthen the liquidity requirements referred to in paragraph 7, first subparagraph, point (b), of this Article and in Article 36(6).

Where issuers of significant asset-referenced_tokens offer two or more asset-referenced_tokens or provide crypto-asset services, those stress tests shall cover all of those activities in a comprehensive and holistic manner.

5. The percentage referred to in Article 35(1), first subparagraph, point (b), shall be set at 3 % of the average amount of the reserve assets for issuers of significant asset-referenced_tokens.

6. Where several issuers offer the same significant asset-referenced_token, paragraphs 1 to 5 shall apply to each issuer.

Where an issuer offers two or more asset-referenced_tokens in the Union and at least one of those asset-referenced_tokens is classified as significant, paragraphs 1 to 5 shall apply to that issuer.

7. EBA, in close cooperation with ESMA, shall develop draft regulatory technical standards specifying:

(a)	the minimum content of the governance arrangements on the remuneration policy referred to in paragraph 1;

(b)

the minimum contents of the liquidity management policy and procedures as set out in paragraph 3, and liquidity requirements, including by specifying the minimum amount of deposits in each official_currency referenced, which cannot be lower than 60 % of the amount referenced in each official_currency;

(c)	the procedure and timeframe for an issuer of a significant asset-referenced_token to adjust the amount of its own funds as required by paragraph 5.

In the case of credit_institutions, EBA shall calibrate the technical standards taking into consideration any possible interactions between the regulatory requirements established by this Regulation and the regulatory requirements established by other Union legislative acts.

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

8. EBA, in close cooperation with ESMA and the ECB, shall issue guidelines in accordance with Article 16 of Regulation (EU) No 1093/2010 with a view to establishing the common reference parameters of the stress test scenarios to be included in the stress tests referred to in paragraph 4 of this Article. Those guidelines shall be updated periodically taking into account the latest market developments.

CHAPTER 6

Recovery and redemption plans

Article 47

Redemption plan

1. An issuer of an asset-referenced_token shall draw up and maintain an operational plan to support the orderly redemption of each asset-referenced_token, which is to be implemented upon a decision by the competent_authority that the issuer is unable or likely to be unable to fulfil its obligations, including in the case of insolvency or, where applicable, resolution or in the case of withdrawal of authorisation of the issuer, without prejudice to the commencement of a crisis prevention measure or crisis management measure as defined in Article 2(1), points (101) and (102), respectively, of Directive 2014/59/EU or a resolution action as defined in Article 2, point (11), of Regulation (EU) 2021/23 of the European Parliament and of the Council (44).

2. The redemption plan shall demonstrate the ability of the issuer of the asset-referenced_token to carry out the redemption of the outstanding asset-referenced_token issued without causing undue economic harm to its holders or to the stability of the markets of the reserve assets.

The redemption plan shall include contractual arrangements, procedures and systems, including the designation of a temporary administrator in accordance with applicable law, to ensure the equitable treatment of all holders of asset-referenced_tokens and to ensure that holders of asset-referenced_tokens are paid in a timely manner with the proceeds from the sale of the remaining reserve assets.

The redemption plan shall ensure the continuity of any critical activities that are necessary for the orderly redemption and that are performed by issuers or by any third-party entity.

3. The issuer of the asset-referenced_token shall notify the redemption 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 redemption 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 redemption plan.

4. Where applicable, the competent_authority shall notify the redemption plan to the resolution authority and prudential supervisory authority of the issuer.

The resolution authority may examine the redemption plan with a view to identifying any actions in the redemption plan that might adversely impact the resolvability of the issuer, and may make recommendations to the competent_authority in respect thereof.

5. EBA shall issue guidelines in accordance with Article 16 of Regulation (EU) No 1093/2010 to specify:

(a)	the content of the redemption plan and the periodicity for review, taking into account the size, complexity and nature of the asset-referenced_token and the business model of its issuer; and

(b)	the triggers for implementation of the redemption plan.

TITLE IV

E-MONEY TOKENS

CHAPTER 1

Requirements to be fulfilled by all issuers of e-money tokens

Article 48

Requirements for the offer_to_the_public or admission to trading of e-money tokens

1. A person shall not make an offer_to_the_public or seek the admission to trading of an e-money token, within the Union, unless that person is the issuer of such e-money token and:

(a)	is authorised as a credit_institution or as an electronic_money_institution; and

(b)	has notified a crypto-asset white paper to the competent_authority and has published that crypto-asset white paper in accordance with Article 51.

Notwithstanding the first subparagraph, upon the written consent of the issuer, other persons may offer_to_the_public or seek the admission to trading of the e-money token. Those persons shall comply with Articles 50 and 53.

2. E-money tokens shall be deemed to be electronic_money.

An e-money token that references an official_currency of a Member State shall be deemed to be offered to the public in the Union.

3. Titles II and III of Directive 2009/110/EC shall apply with respect to e-money tokens unless otherwise stated in this Title.

4. Paragraph 1 of this Article shall not apply to issuers of e-money tokens exempted in accordance with Article 9(1) of Directive 2009/110/EC.

5. This Title, with the exception of paragraph 7 of this Article and Article 51, shall not apply in respect of e-money tokens exempt pursuant to Article 1(4) and (5) of Directive 2009/110/EC.

6. issuers of e-money tokens shall, at least 40 working days before the date on which they intend to offer_to_the_public those e-money tokens or seek their admission to trading, notify their competent_authority of that intention.

7. Where paragraph 4 or 5 applies, the issuers of e-money tokens shall draw up a crypto-asset white paper and notify such crypto-asset white paper to the competent_authority in accordance with Article 51.

Article 49

Issuance and redeemability of e-money tokens

1. By way of derogation from Article 11 of Directive 2009/110/EC, in respect of the issuance and redeemability of e-money tokens only the requirements set out in this Article shall apply to issuers of e-money tokens.

2. Holders of e-money tokens shall have a claim against the issuers of those e-money tokens.

3. issuers of e-money tokens shall issue e-money tokens at par value and on the receipt of funds.

4. Upon request by a holder of an e-money token, the issuer of that e-money token shall redeem it, at any time and at par value, by paying in funds, other than electronic_money, the monetary value of the e-money token held to the holder of the e-money token.

5. issuers of e-money tokens shall prominently state the conditions for redemption in the crypto-asset white paper as referred to in Article 51(1), first subparagraph, point (d).

6. Without prejudice to Article 46, the redemption of e-money tokens shall not be subject to a fee.

Article 50

Prohibition of granting interest

1. Notwithstanding Article 12 of Directive 2009/110/EC, issuers of e-money tokens shall not grant interest in relation to e-money tokens.

2. Crypto-asset service providers shall not grant interest when providing crypto-asset services related to e-money tokens.

3. For the purposes of paragraphs 1 and 2, any remuneration or any other benefit related to the length of time during which a holder of an e-money token holds such e-money token shall be treated as interest. That includes net compensation or discounts, with an effect equivalent to that of interest received by the holder of the e-money token, directly from the issuer or from third parties, and directly associated to the e-money token or from the remuneration or pricing of other products.

Article 51

Content and form of the crypto-asset white paper for e-money tokens

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

(a)	information about the issuer of the e-money token;

(b)	information about the e-money token;

(c)	information about the offer_to_the_public of the e-money token or its admission to trading;

(d)	information on the rights and obligations attached to the e-money token;

(e)	information on the underlying technology;

(f)	information on the risks;

(g)	information on the principal adverse impacts on the climate and other environment-related adverse impacts of the consensus_mechanism used to issue the e-money token.

The crypto-asset white paper shall also include the identity of the person other than the issuer that offers the e-money token to the public or seeks its admission to trading pursuant to Article 48(1), second subparagraph, and the reason why that particular person offers that e-money token or seeks its admission to trading.

2. All the 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 contain the following clear and prominent statement on the first page:

‘This crypto-asset white paper has not been approved by any competent_authority in any Member State of the European Union. The issuer of the crypto-asset is solely responsible for the content of this crypto-asset white paper.’.

4. The crypto-asset white paper shall contain a clear warning that:

(a)	the e-money token is not covered by the investor compensation schemes under Directive 97/9/EC;

(b)	the e-money 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 e-money token. That statement, which shall be inserted after the statement referred to in paragraph 3, 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 complete, fair, clear and not misleading and that 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 e-money token or the intended admission to trading of such e-money 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 crypto-assets concerned in order to help prospective holders of the crypto-assets 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 e-money 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 e-money 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 holders of the e-money token have a right of redemption at any time and at par value as well as the conditions for 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 e-money token is also offered in a Member State other than the 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.

11. issuers of e-money tokens shall notify their crypto-asset white paper to their competent_authority at least 20 working days before the date of their publication.

Competent authorities shall not require prior approval of crypto-asset white papers before their publication.

12. Any significant new factor, any material mistake or any material inaccuracy that is capable of affecting the assessment of the e-money token shall be described in a modified crypto-asset white paper drawn up by the issuers, notified to the competent authorities and published on the issuers’ websites.

13. Before offering the e-money token to the public in the Union or seeking an admission to trading of the e-money token, the issuer of such e-money token shall publish a crypto-asset white paper on its website.

14. The issuer of the e-money token shall together with the notification of the crypto-asset white paper pursuant to paragraph 11 of this Article provide the competent_authority with the information referred to in Article 109(4). The competent_authority shall communicate to ESMA, within five working days of receipt of the information from the issuer, the information specified in Article 109(4).

The competent_authority shall also communicate to ESMA any modified crypto-asset white paper and any withdrawal of the authorisation of the issuer of the e-money token.

ESMA shall make such information available in the register, under Article 109(4), by the starting date of the offer_to_the_public or admission to trading or, in the case of a modified crypto-asset white paper, or withdrawal of the authorisation, without undue delay.

15. ESMA, in cooperation with EBA, shall develop draft regulatory technical standards on the content, methodologies and presentation of the information referred to in paragraph 1, point (g), 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 the 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.

Article 52

Liability of issuers of e-money tokens for the information given in a crypto-asset white paper

1. Where an issuer of an e-money token has infringed Article 51, by providing in its crypto-asset white paper or in a modified crypto-asset white paper, information that is not complete, fair or clear, or that is misleading, that issuer and the members of its administrative, management or supervisory body shall be liable to a holder of such e-money token for any loss incurred due to that infringement.

2. Any contractual exclusion or limitation of civil liability as referred to in paragraph 1 shall be deprived of legal effect.

3. It shall be the responsibility of the holder of the e-money token to present evidence indicating that the issuer of that e-money token has infringed Article 51 by providing in its crypto-asset white paper or in a modified crypto-asset white paper information that is not complete, fair or clear, or that is misleading and that reliance on such information had an impact on the holder’s decision to purchase, sell or exchange that e-money token.

4. The issuer and the members of its administrative, management or supervisory bodies shall not be liable for loss suffered as a result of reliance on the information provided in a summary pursuant to Article 51(6), including any translation thereof, except where the summary:

(a)	is misleading, inaccurate or inconsistent when read together with the other parts of the crypto-asset white paper; or

(b)	does not provide, when read together with the other parts of the crypto-asset white paper, key information in order to aid prospective holders when considering whether to purchase such e-money tokens.

5. This Article is without prejudice to any other civil liability pursuant to national law.

Article 54

Investment of funds received in exchange for e-money tokens

Funds received by issuers of e-money tokens in exchange for e-money tokens and safeguarded in accordance with Article 7(1) of Directive 2009/110/EC shall comply with the following:

(a)	at least 30 % of the funds received is always deposited in separate accounts in credit_institutions;

(b)

the remaining funds received are invested in secure, low-risk assets that qualify as highly liquid financial_instruments with minimal market risk, credit risk and concentration risk, in accordance with Article 38(1) of this Regulation, and are denominated in the same official_currency as the one referenced by the e-money token.

Article 55

Recovery and redemption plans

Title III, Chapter 6 shall apply mutatis mutandis to issuers of e-money tokens.

By way of derogation from Article 46(2), the date by which the recovery plan is to be notified to the competent_authority shall, in respect of issuers of e-money tokens, be within six months of the date of the offer_to_the_public or admission to trading.

By way of derogation from Article 47(3), the date by which the redemption plan is to be notified to the competent_authority shall, in respect of issuers of e-money tokens, be within six months of the date of the offer_to_the_public or admission to trading.

CHAPTER 2

Significant e-money tokens

Article 56

Classification of e-money tokens as significant e-money tokens

1. EBA shall classify e-money tokens as significant e-money tokens where at least three of the criteria set out in Article 43(1) are met:

(a)	during the period covered by the first report of information as referred to in paragraph 3 of this Article, following the offer_to_the_public or the seeking admission to trading of those tokens; or

(b)	during the period covered by at least two consecutive reports of information as referred to in paragraph 3 of this Article.

2. Where several issuers issue the same e-money token, the fulfilment of the criteria set out in Article 43(1) shall be assessed after aggregating the data from those issuers.

3. 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 Article 43(1), 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 e-money token, competent authorities shall transmit the information referred to in the first subparagraph also to the central bank of that Member State.

4. Where EBA concludes that an e-money token fulfils the criteria set out in Article 43(1) in accordance with paragraph 1 of this Article, EBA shall prepare a draft decision to classify the e-money token as a significant e-money token and notify that draft decision to the issuer of the e-money token, the competent_authority of the issuer’s home_Member_State, to the ECB and, in the cases referred to in paragraph 3, second subparagraph, of this Article, to the central bank of the Member State concerned.

issuers of such e-money 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 that draft decision to provide observations and comments in writing. EBA shall duly consider those observations and comments before adopting a final decision.

5. EBA shall take its final decision on whether to classify an e-money token as a significant e-money token within 60 working days from the date of notification referred to in paragraph 4 and immediately notify that decision to the issuer of such e-money token and its competent_authority.

6. Where an e-money token has been classified as significant pursuant to a decision of EBA taken in accordance with paragraph 5, the supervisory responsibilities with respect to the issuer of that e e-money token shall be transferred from the competent_authority of the issuer’s home_Member_State to EBA in accordance with Article 117(4) 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.

7. By way of derogation from paragraph 6, the supervisory responsibilities with respect to the issuers of significant e-money tokens denominated in an official_currency of a Member State other than the euro, where at least 80 % of the number of holders and of the volume of transactions of those significant e-money tokens are concentrated in the home_Member_State, shall not be transferred to EBA.

The competent_authority of the issuer’s home_Member_State shall provide EBA annually with information on any cases where the derogation referred to in the first subparagraph is applied.

For the purposes of the first subparagraph, a transaction shall be considered to take place in the home_Member_State when the payer or the payee is established in that Member State.

8. EBA shall annually reassess the classification of significant e-money tokens on the basis of the available information, including from the reports referred to in paragraph 3 of this Article or the information received under Article 22.

Where EBA concludes that certain e-money tokens no longer meet the criteria set out in Article 43(1), in accordance with paragraph 1 of this Article, EBA shall prepare a draft decision to no longer classify the e-money token as significant and notify that draft decision to the issuers of those e-money tokens, to the competent authorities of their home_Member_State, to the ECB and, in the cases referred to in paragraph 3, second subparagraph, of this Article, to the central bank of the Member State concerned.

issuers of such e-money tokens, their competent authorities, the ECB and the central bank of the Member State concerned 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 e-money 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 that e-money token and its competent_authority.

10. Where an e-money 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 e-money 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.

Article 57

Voluntary classification of e-money tokens as significant e-money tokens

1. An issuer of an e-money token, authorised as a credit_institution or as an electronic_money_institution, or applying for such authorisation, may indicate that it wishes for its e-money token to be classified as a significant e-money token. In that case, the competent_authority shall immediately notify such request of the issuer to EBA, to the ECB and, in the cases referred to in Article 56(3), second subparagraph, to the central bank of the Member State concerned.

In order for the e-money token to be classified as significant under this Article, the issuer of the e-money token shall demonstrate, through a detailed programme of operations, that it is likely to meet at least three of the criteria set out in Article 43(1).

2. EBA shall, within 20 working days from the date of notification referred to in paragraph 1 of this Article, prepare a draft decision containing its opinion based on the issuer’s programme of operations whether the e-money token fulfils or is likely to fulfil at least three of the criteria set out in Article 43(1) and notify that draft decision to the competent_authority of the issuer’s home_Member_State, to the ECB and, in the cases referred to in Article 56(3), second subparagraph, to the central bank of the Member State concerned.

The competent authorities of issuers of such e-money tokens, the ECB and, where applicable, the central bank of the Member State concerned 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.

3. EBA shall take its final decision on whether to classify an e-money token as a significant e-money token within 60 working days of the date of notification referred to in paragraph 1 and immediately notify that decision to the issuer of such e-money token and its competent_authority.

4. Where an e-money token has been classified as significant pursuant to a decision of EBA taken in accordance with paragraph 3 of this Article, the supervisory responsibilities with respect to issuers of those e-money tokens shall be transferred from the competent_authority to EBA in accordance with Article 117(4) within 20 working days from the date of notification of that decision.

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

5. By way of derogation from paragraph 4, the supervisory responsibilities with respect to issuers of significant e-money tokens denominated in an official_currency of a Member State other than the euro shall not be transferred to EBA, where at least 80 % of the number of holders and of the volume of transactions of those significant e-money tokens are or are expected to be concentrated in the home_Member_State.

The competent_authority of the issuer’s home_Member_State shall provide EBA annually with information on the application of the derogation referred to in the first subparagraph.

For the purposes of the first subparagraph, a transaction shall be considered to take place in the home_Member_State when the payer or the payee are established in that Member State.

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 79

Placing of crypto-assets

1. Crypto-asset service providers placing crypto-assets shall communicate the following information to the offeror, to the person seeking admission to trading, or to any third party acting on their behalf, before entering into an agreement with them:

(a)	the type of placement under consideration, including whether a minimum amount of purchase is guaranteed or not;

(b)	an indication of the amount of transaction fees associated with the proposed placing;

(c)	the likely timing, process and price for the proposed operation;

(d)	information about the targeted purchasers.

Crypto-asset service providers placing crypto-assets shall, before placing those crypto-assets, obtain the agreement of the issuers of those crypto-assets or any third party acting on their behalf as regards the information listed in the first subparagraph.

2. Crypto-asset service providers’ rules on conflicts of interest referred to in Article 72(1) shall have specific and adequate procedures in place to identify, prevent, manage and disclose any conflicts of interest arising from the following situations:

(a)	crypto-asset service providers place the crypto-assets with their own clients;

(b)	the proposed price for placing of crypto-assets has been overestimated or underestimated;

(c)	incentives, including non-monetary incentives, are paid or granted by the offeror to crypto-asset service providers.

Article 87

Inside information

1. For the purposes of this Regulation, inside information shall comprise the following types of information:

(a)

information of a precise nature, which has not been made public, relating, directly or indirectly, to one or more issuers, offerors or persons seeking admission to trading, or to one or more crypto-assets, and which, if it were made public, would likely have a significant effect on the prices of those crypto-assets or on the price of a related crypto-asset;

(b)

for persons charged with the execution of orders for crypto-assets on behalf of clients, it also means information of a precise nature conveyed by a client and relating to the client’s pending orders in crypto-assets, relating, directly or indirectly, to one or more issuers, offerors or persons seeking admission to trading or to one or more crypto-assets, and which, if it were made public, would likely have a significant effect on the prices of those crypto-assets or on the price of a related crypto-asset.

2. For the purposes of paragraph 1, information shall be deemed to be of a precise nature if it indicates a set of circumstances which exists or which may reasonably be expected to come into existence, or an event which has occurred or which may reasonably be expected to occur, where it is specific enough to enable a conclusion to be drawn as to the possible effect of that set of circumstances or event on the prices of crypto-assets. In that respect, in the case of a protracted process that is intended to bring about, or that results in, particular circumstances or a particular event, those future circumstances or that future event, and also the intermediate steps of that process which are connected with bringing about or resulting in those future circumstances or that future event, may be deemed to be precise information.

3. An intermediate step in a protracted process shall be deemed to be inside information if, in and of itself, it satisfies the criteria of inside information referred to in paragraph 2.

4. For the purposes of paragraph 1, information which, if it were made public, would likely have a significant effect on the prices of crypto-assets shall mean information that a reasonable holder of crypto-assets would likely use as part of the basis of the holder’s investment decisions.

Article 88

Public disclosure of inside information

1. issuers, offerors and persons seeking admission to trading shall inform the public as soon as possible of inside information referred to in Article 87 that directly concerns them, in a manner that enables fast access as well as complete, correct and timely assessment of the information by the public. issuers, offerors and persons seeking admission to trading shall not combine the disclosure of inside information to the public with the marketing of their activities. issuers, offerors and persons seeking admission to trading shall post and maintain on their website, for a period of at least five years, all inside information that they are required to disclose publicly.

2. issuers, offerors and persons seeking admission to trading may, on their own responsibility, delay disclosure to the public of inside information referred to in Article 87 provided that all of the following conditions are met:

(a)	immediate disclosure is likely to prejudice the legitimate interests of the issuers, offerors or persons seeking admission to trading;

(b)	delay of disclosure is not likely to mislead the public;

(c)	issuers, offerors or persons seeking admission to trading are able to ensure the confidentiality of that information.

3. Where an issuer, offeror or a person seeking admission to trading has delayed the disclosure of inside information in accordance with paragraph 2, it shall inform the competent_authority that disclosure of the information was delayed and shall provide a written explanation of how the conditions set out in paragraph 2 were met, immediately after the information is disclosed to the public. Alternatively, Member States may provide that a record of such an explanation is to be provided only upon the request of the competent_authority.

4. In order to ensure uniform conditions of application of this Article, ESMA shall develop draft implementing technical standards to determine the technical means for:

(a)	appropriate public disclosure of inside information as referred to in paragraph 1; and

(b)	delaying the public disclosure of inside information as referred to in paragraphs 2 and 3.

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

Article 94

Powers of competent authorities

1. In order to perform their duties under Titles II to VI of this Regulation, competent authorities shall have, in accordance with national law, at least the following supervisory and investigative powers:

(a)	to require any person to provide information and documents which the competent authorities consider could be relevant for the performance of their duties;

(b)	to suspend, or to require a crypto-asset service provider to suspend, the provision of crypto-asset services for a maximum of 30 consecutive working days on any single occasion where there are reasonable grounds for suspecting that this Regulation has been infringed;

(c)	to prohibit the provision of crypto-asset services where they find that this Regulation has been infringed;

(d)

to disclose, or to require a crypto-asset servicer provider to disclose, all material information which might have an effect on the provision of the crypto-asset services concerned, in order to ensure the protection of the interests of clients, in particular retail_holders, or the smooth operation of the market;

(e)	to make public the fact that a crypto-asset service provider fails to fulfil its obligations;

(f)

to suspend, or to require a crypto-asset service provider to suspend, the provision of crypto-asset services where the competent authorities consider that the crypto-asset service provider’s situation is such that the provision of the crypto-asset service would be detrimental to the interests of clients, in particular retail_holders;

(g)

to require the transfer of existing contracts to another crypto-asset service provider in cases where a crypto-asset service provider’s authorisation is withdrawn in accordance with Article 64, subject to the agreement of the clients and the crypto-asset service provider to which the contracts are to be transferred;

(h)	where there is a reason to assume that a person is providing crypto-asset services without authorisation, to order the immediate cessation of the activity without prior warning or imposition of a deadline;

(i)

to require offerors, persons seeking admission to trading of crypto-assets, or issuers of asset-referenced_tokens or e-money tokens to amend their crypto-asset white paper or further amend their modified crypto-asset white paper, where they find that the crypto-asset white paper or the modified crypto-asset white paper does not contain the information required by Article 6, 19 or 51;

(j)

to require offerors, persons seeking admission to trading of crypto-assets, or issuers of asset-referenced_tokens or e-money tokens, to amend their marketing communications, where they find that the marketing communications do not comply with the requirements set out in Article 7, 29 or 53 of this Regulation;

(k)

to require offerors, persons seeking admission to trading of crypto-assets, or issuers of asset-referenced_tokens or e-money tokens, to include additional information in their crypto-asset white papers, where necessary for financial stability or the protection of the interests of the holders of crypto-assets, in particular retail_holders;

(l)	to suspend an offer_to_the_public or an admission to trading of crypto-assets for a maximum of 30 consecutive working days on any single occasion where there are reasonable grounds for suspecting that this Regulation has been infringed;

(m)	to prohibit an offer_to_the_public or an admission to trading of crypto-assets where they find that this Regulation has been infringed or where there are reasonable grounds for suspecting that it will be infringed;

(n)

to suspend, or require a crypto-asset service provider operating a trading platform for crypto-assets to suspend, trading of the crypto-assets for a maximum of 30 consecutive working days on any single occasion where there are reasonable grounds for suspecting that this Regulation has been infringed;

(o)	to prohibit trading of crypto-assets on a trading platform for crypto-assets where they find that this Regulation has been infringed or where there are reasonable grounds for suspecting that it will be infringed;

(p)	to suspend or prohibit marketing communications where there are reasonable grounds for suspecting that this Regulation has been infringed;

(q)

to require offerors, persons seeking admission to trading of crypto-assets, issuers of asset-referenced_tokens or e-money tokens or relevant crypto-asset service providers to cease or suspend marketing communications for a maximum of 30 consecutive working days on any single occasion where there are reasonable grounds for suspecting that this Regulation has been infringed;

(r)	to make public the fact that an offeror, a person seeking admission to trading of a crypto-asset or an issuer of an asset-referenced_token or e-money token, fails to fulfil its obligations under this Regulation;

(s)

to disclose, or to require the offeror, the person seeking admission to trading of a crypto-asset or the issuer of the asset-referenced_token or e-money token, to disclose all material information which may have an effect on the assessment of the crypto-asset offered to the public or admitted to trading in order to ensure the protection of the interests of holders of crypto-assets, in particular retail_holders, or the smooth operation of the market;

(t)

to suspend, or require the relevant crypto-asset service provider operating the trading platform for crypto-assets to suspend, the crypto-assets from trading where they consider that the situation of the offeror, the person seeking admission to trading of a crypto-asset or the issuer of an asset-referenced_token or an e-money token is such that trading would be detrimental to the interests of the holders of crypto-assets, in particular retail_holders;

(u)

where there is a reason to assume that a person is issuing asset-referenced_tokens or e-money tokens without authorisation or a person is offering or seeking admission to trading of crypto-assets other than asset-referenced_tokens or e-money tokens without a crypto-asset white paper notified in accordance with Article 8, to order the immediate cessation of the activity without prior warning or imposition of a deadline;

(v)

to take any type of measure to ensure that an offeror or a person seeking admission to trading of crypto-assets, an issuer of an asset-referenced_token or an e-money token or a crypto-asset service provider comply with this Regulation including to require the cessation of any practice or conduct that the competent authorities consider contrary to this Regulation;

(w)	to carry out on-site inspections or investigations at sites other than the private residences of natural persons, and for that purpose to enter premises in order to access documents and other data in any form;

(x)	to outsource verifications or investigations to auditors or experts;

(y)	to require the removal of a natural person from the management_body of an issuer of an asset-referenced_token or of a crypto-asset service provider;

(z)	to request any person to take steps to reduce the size of its position or exposure to crypto-assets;

(aa)

where no other effective means are available to bring about the cessation of the infringement of this Regulation and in order to avoid the risk of serious harm to the interests of clients or holders of crypto-assets to take all necessary measures, including by requesting a third party or a public authority to implement such measures, to:

(i)	remove content or restrict access to an online_interface or to order the explicit display of a warning to clients and holders of crypto-assets when they access an online_interface;

(ii)	order a hosting service provider to remove, disable or restrict access to an online_interface; or

(iii)

order domain registries or registrars to delete a fully qualified domain name and allow the competent_authority concerned to register it;

(ab)	to require an issuer of an asset-referenced_token or e-money token, in accordance with Article 23(4), 24(3) or 58(3), to introduce a minimum denomination amount or to limit the amount issued.

2. Supervisory and investigative powers exercised in relation to offerors, persons seeking admission to trading, issuers and crypto-asset service providers, are without prejudice to powers granted to the same or other supervisory authorities regarding those entities, including powers granted to relevant competent authorities under the provisions of national law transposing Directive 2009/110/EC and prudential supervisory powers granted to the ECB under Regulation (EU) No 1024/2013.

3. In order to fulfil their duties under Title VI, competent authorities shall have, in accordance with national law, at least the following supervisory and investigatory powers in addition to the powers referred to in paragraph 1:

(a)	to access any document and data in any form, and to receive or take a copy thereof;

(b)	to require or demand information from any person, including those who are successively involved in the transmission of orders or conduct of the operations concerned, as well as their principals, and if necessary, to summon and question any such person with a view to obtain information;

(c)

to enter the premises of natural and legal persons in order to seize documents and data in any form where a reasonable suspicion exists that documents or data relating to the subject matter of the inspection or investigation might be relevant to prove a case of insider dealing or market manipulation;

(d)	to refer matters for criminal prosecution;

(e)	to require, insofar as permitted by national law, existing data traffic records held by a telecommunications operator, where there is a reasonable suspicion of an infringement and where such records may be relevant to the investigation of an infringement of Articles 88 to 91;

(f)	to request the freezing or sequestration of assets, or both;

(g)	to impose a temporary prohibition on the exercise of professional activity;

(h)

to take all necessary measures to ensure that the public is correctly informed, inter alia, by correcting false or misleading disclosed information, including by requiring an offeror, person seeking admission to trading or issuer or other person who has published or disseminated false or misleading information to publish a corrective statement.

4. Where necessary under national law, the competent_authority may ask the relevant court to decide on the use of the powers referred to in paragraphs 1 and 2.

5. Competent authorities shall exercise the powers referred to in paragraphs 1 and 2 in any of the following ways:

(a)

directly;

(b)	in collaboration with other authorities, including authorities competent for the prevention and fight against money laundering and terrorist financing;

(c)	under their responsibility, by delegation to the authorities referred to in point (b);

(d)	by application to the competent courts.

6. Member States shall ensure that appropriate measures are in place so that competent authorities can exercise the supervisory and investigatory powers that are necessary to perform their duties.

7. A person making information available to the competent_authority in accordance with this Regulation shall not be considered to infringe any restriction on disclosure of information imposed by contract or by any legislative, regulatory or administrative provision, and shall not be subject to liability of any kind related to such notification.

Article 108

Complaints-handling by competent authorities

1. Competent authorities shall set up procedures that allow clients and other interested parties, including consumer associations, to submit complaints to them with regard to alleged infringements of this Regulation by offerors, persons seeking admission to trading, issuers of asset-referenced_tokens or e-money tokens, or crypto-asset service providers. Complaints shall be accepted in writing, including electronically, and in an official language of the Member State in which the complaint is submitted, or in a language accepted by the competent authorities of that Member State.

2. Information on the complaints-handling procedures referred to in paragraph 1 of this Article shall be made available on the website of each competent_authority and communicated to EBA and ESMA. ESMA shall publish hyperlinks to the sections of the websites of the competent authorities related to complaints-handling procedures in its crypto-asset register referred to in Article 109.

CHAPTER 2

ESMA register

Article 109

Register of crypto-asset white papers, of issuers of asset-referenced_tokens and e-money tokens, and of crypto-asset service providers

1. ESMA shall establish a register of:

(a)	crypto-asset white papers for crypto-assets other than asset-referenced_tokens and e-money tokens;

(b)	issuers of asset-referenced_tokens;

(c)	issuers of e-money tokens; and

(d)	crypto-asset service providers.

ESMA’s register shall be publicly available on its website and shall be updated on a regular basis. In order to facilitate such updating, the competent authorities shall communicate to ESMA any changes notified to them regarding the information specified in paragraphs 2 to 5.

The competent authorities shall provide ESMA with the data necessary for the classification of crypto-asset white papers in the register, as specified in accordance with paragraph 8.

2. As regards crypto-asset white papers for crypto-assets other than asset-referenced_tokens or e-money tokens, the register shall contain the crypto-asset white papers and any modified crypto-asset white papers. Any out-of-date versions of the crypto-asset white papers shall be kept in a separate archive and be clearly marked as out-of-date versions.

3. As regards issuers of asset-referenced_tokens, the register shall contain the following information:

(a)	the name, legal form and legal entity identifier of the issuer;

(b)	the commercial name, physical address, telephone number, email and website of the issuer;

(c)	the crypto-asset white papers and any modified crypto-asset white papers, with the out-of-date versions of the crypto-asset white paper kept in a separate archive and clearly marked as out-of-date;

(d)	the list of host_Member_States where the applicant issuer intends to offer an asset-referenced_token to the public or intends to seek admission to trading of the asset-referenced_tokens;

(e)	the starting date, or, if not available at the time of the notification by the competent_authority, the intended starting date, of the offer_to_the_public or the admission to trading;

(f)	any other services provided by the issuer not covered by this Regulation, with a reference to the applicable Union or national law;

(g)	the date of authorisation to offer_to_the_public or seek the admission to trading of an asset-referenced_token or of authorisation as a credit_institution and, where applicable, of withdrawal of either authorisation.

4. As regards issuers of e-money tokens, the register shall contain the following information:

(a)	the name, legal form and legal entity identifier of the issuer;

(b)	the commercial name, physical address, telephone number, email and website of the issuer;

(c)	the crypto-asset white papers and any modified crypto-asset white papers, with the out-of-date versions of the crypto-asset white paper kept in a separate archive and clearly marked as out-of-date;

(d)	the starting date, or, if not available at the time of the notification by the competent_authority, the intended starting date, of the offer_to_the_public or the admission to trading;

(e)	any other services provided by the issuer not covered by this Regulation, with a reference to the applicable Union or national law;

(f)	the date of authorisation as a credit_institution or as an electronic_money_institution and, where applicable, of withdrawal of that authorisation.

5. As regards crypto-asset service providers, the register shall contain the following information:

(a)	the name, legal form and legal entity identifier of the crypto-asset service provider and, where applicable, of the branches of the crypto-asset service provider;

(b)	the commercial name, physical address, telephone number, email and website of the crypto-asset service provider and, where applicable, of the trading platform for crypto-assets operated by the crypto-asset service provider;

(c)	the name and address of the competent_authority that granted authorisation and its contact details;

(d)	the list of crypto-asset services provided by the crypto-asset service provider;

(e)	the list of host_Member_States in which the crypto-asset service provider intends to provide crypto-asset services;

(f)	the starting date, or, if not available at the time of the notification by the competent_authority, the intended starting date, of the provision of crypto-asset services;

(g)	any other services provided by the crypto-asset service provider not covered by this Regulation with a reference to the applicable Union or national law;

(h)	the date of authorisation and, where applicable, of the withdrawal of an authorisation.

6. Competent authorities shall notify ESMA without delay of the measures listed in Article 94(1), first subparagraph, point (b), (c), (f), (l), (m), (n), (o) or (t), and of any public precautionary measures taken pursuant to Article 102 affecting the provision of crypto-asset services or the issuance, offer_to_the_public or use of crypto-assets. ESMA shall include such information in the register.

7. Any withdrawal of an authorisation of an issuer of an asset-referenced_token, of an issuer of an e-money token, or of a crypto-asset service provider, and any measure notified in accordance with paragraph 6, shall remain published in the register for five years.

8. ESMA shall develop draft regulatory technical standards to further specify the data necessary for the classification, by type of crypto-asset, of crypto-asset white papers, including the legal entity identifiers, in the register and specify the practical arrangements to ensure that such data is machine-readable.

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

Article 116

Reporting of infringements and protection of reporting persons

Directive (EU) 2019/1937 shall apply to the reporting of infringements of this Regulation and the protection of persons reporting such infringements.

CHAPTER 4

Supervisory responsibilities of EBA with respect to issuers of significant asset-referenced_tokens and significant e-money tokens and colleges of supervisors

Article 117

Supervisory responsibilities of EBA with respect to issuers of significant asset-referenced_tokens and issuers of significant e-money tokens

1. Where an asset-referenced_token has been classified as significant in accordance with Article 43 or 44, the issuer of such asset-referenced_token shall carry out its activities under the supervision of EBA.

Without prejudice to the powers of national competent authorities under paragraph 2 of this Article, EBA shall exercise the powers of competent authorities conferred by Articles 22 to 25, 29, 33 Article 34(7) and (12), Article 35(3) and (5), Article 36(10) and Articles 41, 42, 46 and 47 as regards issuers of significant asset-referenced_tokens.

2. Where an issuer of a significant asset-referenced_token also provides crypto-asset services or issues crypto-assets that are not significant asset-referenced_tokens, those services and activities shall remain under the supervision of the competent_authority of the home_Member_State.

3. Where an asset-referenced_token has been classified as significant in accordance with Article 43, EBA shall conduct a supervisory reassessment to ensure that the issuer complies with Title III.

4. Where an e-money token issued by an electronic_money_institution has been classified as significant in accordance with Article 56 or 57, EBA shall supervise the compliance of the issuer of such significant e-money token with Articles 55 and 58.

For the purposes of the supervision of compliance with Articles 55 and 58, EBA shall exercise the powers of the competent authorities conferred on them by Articles 22 and 23, Article 24(3), Article 35(3) and (5), Article 36(10) and Articles 46 and 47, as regards electronic_money_institutions issuing significant e-money tokens.

5. EBA shall exercise its supervisory powers as provided in paragraphs 1 to 4 in close cooperation with the other competent authorities responsible for supervising the issuer, in particular:

(a)	the prudential supervisory authority, including, where applicable, the ECB under Regulation (EU) No 1024/2013;

(b)	relevant competent authorities under national law transposing Directive 2009/110/EC, where applicable;

(c)	the competent authorities referred to in Article 20(1).

Article 119

Colleges for issuers of significant asset-referenced_tokens and significant e-money tokens

1. Within 30 calendar days of a decision to classify an asset-referenced_token or e-money token as significant pursuant to Article 43, 44, 56 or 57, as applicable, EBA shall establish, manage and chair a consultative supervisory college for each issuer of a significant asset-referenced_token or of a significant e-money token, to facilitate the exercise of supervisory tasks and act as a vehicle for the coordination of supervisory activities under this Regulation.

2. A college referred to in paragraph 1 shall consist of:

(a)

EBA;

(b)

ESMA;

(c)	the competent authorities of the home_Member_State where the issuer of the significant asset-referenced_token or of the significant e-money token is established;

(d)	the competent authorities of the most relevant crypto-asset service providers, credit_institutions or investment_firms ensuring the custody of the reserve assets in accordance with Article 37 or of the funds received in exchange of the significant e-money tokens;

(e)	where applicable, the competent authorities of the most relevant trading platforms for crypto-assets where the significant asset-referenced_tokens or the significant e-money tokens are admitted to trading;

(f)	the competent authorities of the most relevant payment_service_providers providing payment_services in relation to the significant e-money tokens;

(g)	where applicable, the competent authorities of the entities ensuring the functions as referred to in Article 34(5), first subparagraph, point (h);

(h)	where applicable, the competent authorities of the most relevant crypto-asset service providers providing custody and administration of crypto-assets on behalf of clients in relation to the significant asset-referenced_tokens or with the significant e-money tokens;

(i)

the ECB;

(j)	where the issuer of the significant asset-referenced_token is established in a Member State whose official_currency is not the euro, or where an official_currency that is not the euro is referenced by the significant asset-referenced_token, the central bank of that Member State;

(k)	where the issuer of the significant e-money token is established in a Member State whose official_currency is not the euro, or where an official_currency that is not the euro is referenced by the significant e-money token, the central bank of that Member State;

(l)	competent authorities of Member States where the asset-referenced_token or the e-money token is used at large scale, at their request;

(m)	relevant supervisory authorities of third countries with which EBA has concluded administrative agreements in accordance with Article 126.

3. EBA may invite other authorities to be members of the college referred to in paragraph 1 where the entities they supervise are relevant to the work of the college.

4. The competent_authority of a Member State which is not a member of the college may request from the college any information relevant for the performance of its supervisory duties under this Regulation.

5. A college referred to in paragraph 1 of this Article shall, without prejudice to the responsibilities of competent authorities under this Regulation, ensure:

(a)	the preparation of the non-binding opinion referred to in Article 120;

(b)	the exchange of information in accordance with this Regulation;

(c)	agreement on the voluntary entrustment of tasks among its members.

In order to facilitate the performance of the tasks assigned to colleges pursuant to the first subparagraph of this paragraph, the members of the college referred to in paragraph 2 shall be entitled to contribute to the setting of the agenda of the college meetings, in particular by adding points to the agenda of a meeting.

6. The establishment and functioning of the college referred to in paragraph 1 shall be based on a written agreement between all of its members.

The agreement referred to in the first subparagraph shall determine the practical arrangements for the functioning of the college, including detailed rules on:

(a)	voting procedures as referred in Article 120(3);

(b)	the procedures for setting the agenda of college meetings;

(c)	the frequency of the college meetings;

(d)	the appropriate minimum timeframes for the assessment of the relevant documentation by the members of the college;

(e)	the modalities of communication between the members of the college;

(f)	the creation of several colleges, one for each specific crypto-asset or group of crypto-assets.

The agreement may also determine tasks to be entrusted to EBA or another member of the college.

7. As chair of each college, EBA shall:

(a)	establish written arrangements and procedures for the functioning of the college, after consulting the other members of the college;

(b)	coordinate all activities of the college;

(c)	convene and chair all its meetings and keep the members of the college fully informed in advance of the organisation of meetings of the college, of the main issues to be discussed and of the items to be considered;

(d)	notify the members of the college of any planned meetings so that they can request to participate;

(e)	keep the members of the college informed, in a timely manner, of the decisions and outcomes of those meetings.

8. In order to ensure the consistent and coherent functioning of colleges, EBA, in cooperation with ESMA and the ECB, shall develop draft regulatory standards specifying:

(a)	the conditions under which the entities referred to in paragraph 2, points (d), (e), (f) and (h), are to be considered the most relevant;

(b)	the conditions under which it is considered that asset-referenced_tokens or e-money tokens are used at large scale, as referred to in paragraph 2, point (l); and

(c)	the details of the practical arrangements referred to in paragraph 6.

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

Article 120

Non-binding opinions of the colleges for issuers of significant asset-referenced_tokens and significant e-money tokens

1. A college referred to in Article 119(1) may issue a non-binding opinion on the following:

(a)	the supervisory reassessment as referred to in Article 117(3);

(b)	any decision to require an issuer of a significant asset-referenced_token or a significant e-money token to hold a higher amount of own funds in accordance with Article 35(2), (3) and (5), Article 45(5) and Article 58(1), as applicable;

(c)	any update of the recovery plan or redemption plan of an issuer of a significant asset-referenced_token or an issuer of a significant e-money token pursuant to Articles 46, 47 and 55, as applicable;

(d)	any change of the business model of an issuer of a significant asset-referenced_token pursuant to Article 25(1);

(e)	a draft modified crypto-asset white paper drawn up in accordance with Article 25(2);

(f)	any envisaged appropriate corrective measures pursuant to Article 25(4);

(g)	any envisaged supervisory measures pursuant to Article 130;

(h)	any envisaged administrative agreement on the exchange of information with a supervisory authority of a third-country in accordance with Article 126;

(i)	any delegation of supervisory tasks from EBA to a competent_authority pursuant to Article 138;

(j)	any envisaged change in the authorisation of, or any envisaged supervisory measure on, the members of the college referred to in Article 119(2), points (d) to (h);

(k)	a draft modified crypto-asset white paper drawn up in accordance with Article 51(12).

2. Where the college issues an opinion in accordance with paragraph 1, at the request of any member of the college and upon adoption by a majority of the college in accordance with paragraph 3, the opinion may include any recommendations aimed at addressing shortcomings of the measure envisaged by EBA or the competent authorities.

3. An opinion of the college shall be adopted based on a simple majority of its members.

Where there are several members of the college per Member State, only one of those members shall have a vote.

Where the ECB is a member of the college in several capacities, including supervisory capacities, it shall have only one vote.

Supervisory authorities of third countries referred to in Article 119(2), point (m), shall have no voting right in respect of an opinion of the college.

4. EBA or the competent authorities, as applicable, shall duly consider the non-binding opinion of the college reached in accordance with paragraph 3, including any recommendations aimed at addressing shortcomings of the supervisory measure envisaged in respect of an issuer of a significant asset-referenced_token, an issuer of a significant e-money token, an entity or a crypto-asset service provider as referred to in Article 119(2), points (d) to (h). Where EBA or a competent_authority does not agree with an opinion of the college, including any recommendations aimed at addressing shortcomings of the supervisory measure envisaged, its decision shall contain its reasons and an explanation for any significant deviation from that opinion or recommendations.

CHAPTER 5

EBA’s powers and competences with respect to issuers of significant asset-referenced_tokens and issuers of significant e-money tokens

Article 123

General investigative powers

1. In order to carry out its supervisory responsibilities under Article 117, EBA may conduct investigations into issuers of significant asset-referenced_tokens and issuers of significant e-money tokens. To that end, the officials and other persons authorised by EBA shall be empowered to:

(a)	examine any records, data, procedures and any other material relevant to the execution of its tasks irrespective of the medium on which they are stored;

(b)	take or obtain certified copies of or extracts from such records, data, procedures and other material;

(c)	summon and ask any issuer of a significant asset-referenced_token or issuer of a significant of e-money token, or their management_body or staff, for oral or written explanations of facts or documents relating to the subject matter and purpose of the investigation and to record the answers;

(d)	interview any other natural or legal person who consents to be interviewed for the purposes of collecting information relating to the subject matter of an investigation;

(e)	request records of telephone and data traffic.

A college as referred to in Article 119(1) shall be informed without undue delay of any findings that might be relevant for the execution of its tasks.

2. The officials and other persons authorised by EBA for the purposes of the investigation referred to in paragraph 1 shall exercise their powers upon the production of a written authorisation specifying the subject matter and purpose of the investigation. That authorisation shall also indicate the periodic penalty payments provided for in Article 132 where the required records, data, procedures or any other material, or the answers to questions posed to issuers of significant asset-referenced_tokens or issuers of significant e-money tokens, are not provided or are incomplete, and the fines provided for in Article 131, where the answers to questions posed to issuers of significant asset-referenced_tokens or issuers of significant e-money tokens are incorrect or misleading.

3. The issuers of significant asset-referenced_tokens and issuers of significant e-money tokens are required to submit to investigations launched based on a decision of EBA. The decision shall specify the subject matter and purpose of the investigation, the periodic penalty payments provided for in Article 132, the legal remedies available under Regulation (EU) No 1093/2010 and the right to have the decision reviewed by the Court of Justice.

4. Within a reasonable period before an investigation referred to in paragraph 1, EBA shall inform the competent_authority of the Member State where the investigation is to be carried out of the investigation and of the identity of the authorised persons. Officials of the competent_authority concerned shall, upon the request of EBA, assist those authorised persons in carrying out their duties. Officials of the competent_authority concerned may also attend the investigations upon request.

5. If a request for records of telephone or data traffic referred to in paragraph 1, first subparagraph, point (e), requires authorisation from a court pursuant to applicable national law, EBA shall apply for such authorisation. Such authorisation may also be applied for as a precautionary measure.

6. Where a court in a Member State receives an application for the authorisation of a request for records of telephone or data traffic referred to in paragraph 1, first subparagraph, point (e), that court shall verify whether:

(a)	the decision of EBA referred to in paragraph 3 is authentic;

(b)	any measures to be taken are proportionate and not arbitrary or excessive.

7. For the purposes of paragraph 6, point (b), the court may ask EBA for detailed explanations, in particular relating to the grounds EBA has for suspecting that an infringement of this Regulation has taken place, the seriousness of the suspected infringement and the nature of the involvement of the person subject to the coercive measures. That court shall, however, not review the necessity for the investigation or demand that it be provided with the information on EBA’s file. The lawfulness of EBA’s decision shall be subject to review only by the Court of Justice following the procedure set out in Regulation (EU) No 1093/2010.

Article 124

On-site inspections

1. In order to carry out its supervisory responsibilities under Article 117, EBA may conduct all necessary on-site inspections at any business premises of the issuers of significant asset-referenced_tokens and issuers of significant e-money tokens.

The college referred to in Article 119 shall be informed without undue delay of any findings that might be relevant for the execution of its tasks.

2. The officials and other persons authorised by EBA to conduct an on-site inspection may enter any business premises of the persons subject to an investigation decision adopted by EBA and shall have all of the powers provided for in Article 123(1). They shall also have the power to seal any business premises and books or records for the period of, and to the extent necessary for, the inspection.

3. In due time before the inspection, EBA shall give notice of the inspection to the competent_authority of the Member State where the inspection is to be conducted. Where the proper conduct and efficiency of the inspection so require, EBA, after informing that competent_authority, may carry out the on-site inspection without giving prior notice to the issuer of the significant asset-referenced_token or the issuer of the significant e-money token.

4. The officials and other persons authorised by EBA to conduct an on-site inspection shall exercise their powers upon production of a written authorisation specifying the subject matter and purpose of the inspection and the periodic penalty payments provided for in Article 132 where the persons concerned do not submit to the inspection.

5. The issuer of the significant asset-referenced_token or the issuer of the significant e-money token shall submit to on-site inspections ordered by a decision of EBA. The decision shall specify the subject matter and purpose of the inspection, appoint the date on which it is to begin and indicate the periodic penalty payments provided for in Article 132, the legal remedies available under Regulation (EU) No 1093/2010 as well as the right to have the decision reviewed by the Court of Justice.

6. Officials of, as well as those authorised or appointed by, the competent_authority of the Member State where the inspection is to be conducted shall, at the request of EBA, actively assist the officials and other persons authorised by EBA. Officials of the competent_authority of the Member State concerned may also attend the on-site inspections.

7. EBA may also require competent authorities to carry out specific investigatory tasks and on-site inspections as provided for in this Article and in Article 123(1) on its behalf.

8. Where the officials and other accompanying persons authorised by EBA find that a person opposes an inspection ordered pursuant to this Article, the competent_authority of the Member State concerned shall afford them the necessary assistance, requesting, where appropriate, the assistance of the police or of an equivalent enforcement authority, so as to enable them to conduct their on-site inspection.

9. If the on-site inspection provided for in paragraph 1 or the assistance provided for in paragraph 7 requires authorisation by a court pursuant to national law, EBA shall make an application for such authorisation. Such authorisation may also be applied for as a precautionary measure.

10. Where a court in a Member State receives an application for the authorisation of an on-site inspection provided for in paragraph 1 or the assistance provided for in paragraph 7, that court shall verify whether:

(a)	the decision adopted by EBA referred to in paragraph 4 is authentic;

(b)	any measures to be taken are proportionate and not arbitrary or excessive.

11. For the purposes of paragraph 10, point (b), the court may ask EBA for detailed explanations, in particular relating to the grounds EBA has for suspecting that an infringement of this Regulation has taken place, the seriousness of the suspected infringement and the nature of the involvement of the person subject to the coercive measures. That court shall, however, not review the necessity for the investigation or demand that it be provided with the information on EBA’s file. The lawfulness of EBA’s decision shall be subject to review only by the Court of Justice following the procedure set out in Regulation (EU) No 1093/2010.

Article 131

Fines

1. EBA shall adopt a decision imposing a fine in accordance with paragraph 3 or 4 of this Article where, in accordance with Article 134(8), it finds that:

(a)	an issuer of a significant asset-referenced_token or a member of its management_body has, intentionally or negligently, committed an infringement as listed in Annex V;

(b)	an issuer of a significant e-money token or a member of its management_body has, intentionally or negligently, committed an infringement as listed in Annex VI.

An infringement shall be considered to have been committed intentionally if EBA finds objective factors which demonstrate that such an issuer or a member of its management_body acted deliberately to commit the infringement.

2. When adopting a decision as referred to in paragraph 1, EBA shall take into account the nature and seriousness of the infringement, having regard to:

(a)	the duration and frequency of the infringement;

(b)	whether financial crime has been occasioned, facilitated or is otherwise attributable to the infringement;

(c)	whether the infringement has revealed serious or systemic weaknesses in the issuer of the significant asset-referenced_token’s or in the issuer of the significant e-money token’s procedures, policies and risk management measures;

(d)	whether the infringement has been committed intentionally or negligently;

(e)	the degree of responsibility of the issuer of the significant asset-referenced_token or the issuer of the significant e-money token responsible for the infringement;

(f)

the financial strength of the issuer of the significant asset-referenced_token, or of the issuer of the significant e-money token, responsible for the infringement, as indicated by the total turnover of the responsible legal person or the annual income and net assets of the responsible natural person;

(g)	the impact of the infringement on the interests of holders of significant asset-referenced_tokens or significant e-money tokens;

(h)	the importance of the profits gained, losses avoided by the issuer of the significant asset-referenced_token or the significant e-money token responsible for the infringement or the losses for third parties caused by the infringement, insofar as they can be determined;

(i)	the level of cooperation of the issuer of the significant asset-referenced_token or of the issuer of the significant e-money token responsible for the infringement with EBA, without prejudice to the need to ensure disgorgement of profits gained or losses avoided by that person;

(j)	previous infringements by the issuer of the significant asset-referenced_token or by the issuer of the significant e-money token responsible for the infringement;

(k)	measures taken by the issuer of the significant asset-referenced_token or by the issuer of the significant e-money token after the infringement to prevent the repetition of such an infringement.

3. For issuers of significant asset-referenced_tokens, the maximum amount of the fine referred to in paragraph 1 shall be up to 12,5 % of its annual turnover in the preceding business year, or twice the amount or profits gained or losses avoided because of the infringement where those can be determined.

4. For issuers of significant e-money tokens, the maximum amount of the fine referred to in paragraph 1 shall be up to 10 % of its annual turnover in the preceding business year, or twice the amount or profits gained or losses avoided because of the infringement where those can be determined.

Article 134

Procedural rules for taking supervisory measures and imposing fines

1. Where, in carrying out its supervisory responsibilities under Article 117, there are clear and demonstrable grounds to suspect that there has been or will be an infringement as listed in Annex V or VI, EBA shall appoint an independent investigation officer within EBA to investigate the matter. The investigation officer shall not be involved or have been directly or indirectly involved in the supervision of the issuers of significant asset-referenced_tokens or issuers of significant e-money tokens concerned and shall perform its functions independently from EBA.

2. The investigation officer shall investigate the alleged infringements, taking into account any comments submitted by the persons who are subject to the investigation, and shall submit a complete file with the investigation officer’s findings to EBA.

3. In order to carry out its tasks, the investigation officer may exercise the power to request information in accordance with Article 122 and the power to conduct investigations and on-site inspections in accordance with Articles 123 and 124. When using those powers, the investigation officer shall comply with Article 121.

4. Where carrying out its tasks, the investigation officer shall have access to all documents and information gathered by EBA in its supervisory activities.

5. Upon completion of its investigation and before submitting the file with its findings to EBA, the investigation officer shall give the persons subject to the investigation the opportunity to be heard on the matters being investigated. The investigation officer shall base its findings only on facts on which the persons concerned have had the opportunity to comment.

6. The rights of the defence of the persons concerned shall be fully respected during investigations under this Article.

7. When submitting the file with its findings to EBA, the investigation officer shall notify the persons who are subject to the investigation thereof. The persons subject to the investigation shall be entitled to have access to the file, subject to the legitimate interest of other persons in the protection of their business secrets. The right of access to the file shall not extend to confidential information affecting third parties or EBA’s internal preparatory documents.

8. Based on the file containing the investigation officer’s findings and, when requested by the persons subject to the investigation, after having heard those persons in accordance with Article 135, EBA shall decide whether an infringement as listed in Annex V or VI has been committed by the issuer of the significant asset-referenced_token or the issuer of the significant e-money token subject to the investigation and, in such a case, shall take a supervisory measure in accordance with Article 130 or impose a fine in accordance with Article 131.

9. The investigation officer shall not participate in EBA’s deliberations or in any other way intervene in EBA’s decision-making process.

10. The Commission shall adopt delegated acts in accordance with Article 139 by 30 June 2024 to supplement this Regulation by specifying further the procedural rules for the exercise of the power to impose fines or periodic penalty payments, including provisions on the rights of the defence, temporal provisions, the collection of fines or periodic penalty payments and the limitation periods for the imposition and enforcement of fines and periodic penalty payments.

11. EBA shall bring matters to the attention of the relevant national authorities for investigation and, where appropriate, criminal prosecution where, in carrying out its duties under this Regulation, it finds that there are serious indications of the possible existence of facts liable to constitute criminal offences. In addition, EBA shall refrain from imposing fines or periodic penalty payments where it is aware that a prior acquittal or conviction arising from an identical fact or facts which are substantially the same has already acquired the force of res judicata as a result of criminal proceedings under national law.

Article 137

Supervisory fees

1. EBA shall charge fees to issuers of significant asset-referenced_tokens and issuers of significant e-money tokens. Those fees shall cover EBA’s expenditure for the execution of its supervisory tasks relating to issuers of significant asset-referenced_tokens and issuers of significant e-money tokens in accordance with Articles 117 and 119, as well as the reimbursement of costs that the competent authorities might incur carrying out work under this Regulation, in particular as a result of any delegation of tasks in accordance with Article 138.

2. The amount of the fee charged to an individual issuer of a significant asset-referenced_token shall be proportionate to the size of its reserve assets and shall cover all costs incurred by EBA for the performance of its supervisory tasks under this Regulation.

The amount of the fee charged to an individual issuer of a significant e-money token shall be proportionate to the size of issuance of the e-money token in exchange for funds and shall cover all costs derived from the execution of EBA’s supervisory tasks under this Regulation, including the reimbursement of any costs incurred as a result of the execution of those tasks.

3. The Commission shall adopt a delegated act in accordance with Article 139 by 30 June 2024 to supplement this Regulation by specifying further the type of fees, the matters for which fees are due, the amount of the fees and the manner in which they are to be paid and the methodology to calculate the maximum amount per entity referred to in paragraph 2 of this Article that can be charged by EBA.

Article 138

Delegation of tasks by EBA to competent authorities

1. Where necessary for the proper performance of a supervisory task in respect of issuers of significant asset-referenced_tokens or issuers of significant e-money tokens, EBA may delegate specific supervisory tasks to a competent_authority. Such specific supervisory tasks may include the power to carry out requests for information in accordance with Article 122 and to conduct investigations and on-site inspections in accordance with Article 123 or 124.

2. Before delegating a task as referred to in paragraph 1, EBA shall consult the relevant competent_authority about:

(a)	the scope of the task to be delegated;

(b)	the timetable for the performance of the task; and

(c)	the transmission of necessary information by and to EBA.

3. In accordance with the delegated act on fees adopted by the Commission pursuant to Article 137(3) and Article 139, EBA shall reimburse a competent_authority for the costs incurred as a result of carrying out delegated tasks.

4. EBA shall review the delegation of tasks at appropriate intervals. Such delegation may be revoked at any time.

TITLE VIII

DELEGATED ACTS

Article 140

Reports on the application of this Regulation

1. By 30 June 2027, having consulted EBA and ESMA, the Commission shall present a report to the European Parliament and the Council on the application of this Regulation accompanied, where appropriate, by a legislative proposal. An interim report shall be presented by 30 June 2025, accompanied, where appropriate, by a legislative proposal.

2. The reports referred to in paragraph 1 shall contain the following:

(a)	the number of issuances of crypto-assets in the Union, the number of crypto-asset white papers submitted or notified to the competent authorities, the type of crypto-assets issued and their market capitalisation and the number of crypto-assets admitted to trading;

(b)	a description of the experience with the classification of crypto-assets including possible divergences in approaches by competent authorities;

(c)	an assessment of the necessity of the introduction of an approval mechanism for crypto-asset white papers for crypto-assets other than asset-referenced_tokens and e-money tokens;

(d)	an estimate of the number of Union residents using or investing in crypto-assets issued in the Union;

(e)	where possible, an estimate of the number of Union residents using or investing in crypto-assets issued outside the Union and an explanation of the availability of data in that respect;

(f)

the number and value of fraud, scams, hacks, the use of crypto-assets for payments related to ransomware attacks, cyber-attacks, thefts or losses of crypto-assets reported in the Union, types of fraudulent behaviour, the number of complaints received by crypto-asset service providers and issuers of asset-referenced_tokens, the number of complaints received by competent authorities and the subjects of the complaints received;

(g)	the number of issuers of asset-referenced_tokens and an analysis of the categories of reserve assets, the size of the reserves of assets and the volume of payments made in asset-referenced_tokens;

(h)	the number of issuers of significant asset-referenced_tokens and an analysis of the categories of reserve assets, the size of the reserves of assets and the volume of payments made in significant asset-referenced_tokens;

(i)	the number of issuers of e-money tokens and an analysis of the official currencies referenced by the e-money tokens, the composition and the size of the funds deposited or invested in accordance with Article 54 and the volume of payments made in e-money tokens;

(j)

the number of issuers of significant e-money tokens and an analysis of the official currencies referenced by the significant e-money tokens and, for electronic_money_institutions issuing significant e-money tokens, an analysis of the categories of reserve assets, the size of the reserves of assets, and the volume of payments made in significant e-money tokens;

(k)	the number of significant crypto-asset service providers;

(l)	an assessment of the functioning of the markets in crypto-assets in the Union, including of market development and trends, taking into account the experience of the supervisory authorities, the number of authorised crypto-asset service providers and their respective average market share;

(m)	an assessment of the level of protection of holders of crypto-assets and clients of crypto-asset service providers, in particular retail_holders;

(n)	an assessment of fraudulent marketing communications and scams involving crypto-assets occurring through social media networks;

(o)	an assessment of the requirements applicable to issuers of crypto-assets and crypto-asset service providers and their impact on operational resilience, market integrity, financial stability, and the protection of clients and holders of crypto-assets;

(p)	an evaluation of the application of Article 81 and of the possibility of introducing appropriateness tests in Articles 78, 79 and 80 in order to better protect clients of crypto-asset service providers, especially retail_holders;

(q)

an assessment of whether the scope of crypto-asset services covered by this Regulation is appropriate and whether any adjustment to the definitions set out in this Regulation is needed, as well as whether any additional innovative crypto-asset forms need to be included in the scope of this Regulation;

(r)

an assessment of whether the prudential requirements for crypto-asset service providers are appropriate and whether they should be aligned with the requirements for initial capital and own funds applicable to investment_firms under Regulation (EU) 2019/2033 of the European Parliament and of the Council (46) and Directive (EU) 2019/2034 of the European Parliament and of the Council (47);

(s)	an assessment of the appropriateness of the thresholds to classify asset-referenced_tokens and e-money tokens as significant as set out in Article 43(1), points (a), (b) and (c), and an assessment of whether the thresholds should be evaluated periodically;

(t)	an assessment of the development of decentralised finance in markets in crypto-assets and of the appropriate regulatory treatment of decentralised crypto-asset systems;

(u)	an assessment of the appropriateness of the thresholds to consider crypto-asset service providers as significant pursuant to Article 85, and an assessment of whether the thresholds should be evaluated periodically;

(v)	an assessment of whether an equivalence regime should be established under this Regulation for entities providing crypto-asset services, issuers of asset-referenced_tokens or issuers of e-money tokens from third countries;

(w)	an assessment of whether the exemptions under Articles 4 and 16 are appropriate;

(x)	an assessment of the impact of this Regulation on the proper functioning of the internal market with regard to crypto-assets, including any impact on the access to finance for SMEs and on the development of new means of payment, including payment instruments;

(y)

a description of developments in business models and technologies in markets in crypto-assets with a particular focus on the environmental and climate-related impact of new technologies, as well as an assessment of policy options and where necessary any additional measures that might be warranted to mitigate the adverse impacts on the climate and other environment-related adverse impacts of the technologies used in markets in crypto-assets and, in particular, of the consensus_mechanisms used to validate crypto-asset transactions;

(z)	an appraisal of whether any changes are needed to the measures set out in this Regulation to ensure the protection of clients and holders of crypto-assets, market integrity and financial stability;

(aa)	the application of administrative penalties and other administrative measures;

(ab)

an evaluation of the cooperation between the competent authorities, EBA, ESMA, central banks, as well as other relevant authorities, including with regards to the interaction between their responsibilities or tasks, and an assessment of the advantages and disadvantages of the competent authorities of the Member States and EBA, respectively, being responsible for supervision under this Regulation;

(ac)

an evaluation of the cooperation between the competent authorities and ESMA regarding the supervision of significant crypto-asset service providers, and an assessment of the advantages and disadvantages of the competent authorities of the Member States and ESMA, respectively, being responsible for the supervision of significant crypto-asset service providers under this Regulation;

(ad)	the costs for issuers of crypto-assets other than asset-referenced_tokens and e-money tokens, to comply with this Regulation as a percentage of the amount raised through crypto-asset issuances;

(ae)	the costs for issuers of asset-referenced_tokens and issuers of e-money tokens to comply with this Regulation as a percentage of their operational costs;

(af)	the costs for crypto-asset service providers to comply with this Regulation as a percentage of their operational costs;

(ag)	the number and amount of administrative fines and criminal penalties imposed for infringements of this Regulation by competent authorities and EBA.

3. Where applicable, the reports referred to in paragraph 1 of this Article shall also follow up on the topics addressed in the reports referred to in Articles 141 and 142.

Article 141

ESMA annual report on market developments

By 31 December 2025 and every year thereafter, ESMA, in close cooperation with EBA, shall submit a report to the European Parliament and to the Council on the application of this Regulation and developments in markets in crypto-assets. The report shall be made publicly available.

The report shall contain the following:

(a)	the number of issuances of crypto-assets in the Union, the number of crypto-asset white papers submitted or notified to the competent authorities, the type of crypto-asset issued and their market capitalisation, and the number of crypto-assets admitted to trading;

(b)	the number of issuers of asset-referenced_tokens, and an analysis of the categories of reserve assets, the size of the reserves of assets and the volume of transactions in asset-referenced_tokens;

(c)	the number of issuers of significant asset-referenced_tokens, and an analysis of the categories of reserve assets, the size of the reserves of assets and the volume of transactions in significant asset-referenced_tokens;

(d)	the number of issuers of e-money tokens, and an analysis of the official currencies referenced by the e-money tokens, the composition and the size of the funds deposited or invested in accordance with Article 54, and the volume of payments made in e-money tokens;

(e)

the number of issuers of significant e-money tokens, and an analysis of the official currencies referenced by the significant e-money tokens, and, for electronic_money_institutions issuing significant e-money tokens, an analysis of the categories of reserve assets, the size of the reserves of assets, and the volume of payments made in significant e-money tokens;

(f)	the number of crypto-asset service providers, and the number of significant crypto-asset service providers;

(g)	an estimate of the number of Union residents using or investing in crypto-assets issued in the Union;

(h)	where possible, an estimate of the number of Union residents using or investing in crypto-assets issued outside the Union and an explanation of the availability of data in that respect;

(i)

a mapping of the geographical location and level of know-your-customer and customer due diligence procedures of unauthorised exchanges providing services in crypto-assets to Union residents, including the number of exchanges without a clear domiciliation and the number of exchanges located in jurisdictions included in the list of high-risk third countries for the purposes of Union rules on anti-money laundering and counter-terrorist financing or in the list of non-cooperative jurisdictions for tax purposes, classified by the level of compliance with adequate know-your-customer procedures;

(j)	the proportion of transactions in crypto-assets that occur through a crypto-asset service provider or unauthorised service provider or peer-to-peer, and their transaction volume;

(k)

(l)	the number of complaints received by crypto-asset service providers, issuers and competent authorities in relation to false and misleading information contained in crypto-asset white papers or in marketing communications, including via social media platforms;

(m)	possible approaches and options, based on best practices and reports by relevant international organisations, to reduce the risk of circumvention of this Regulation, including in relation to the provision of crypto-asset services by third-country actors in the Union without authorisation.

Competent authorities shall provide ESMA with the information necessary for the preparation of the report. For the purposes of the report, ESMA may request information from law enforcement agencies.

Article 143

Transitional measures

1. Articles 4 to 15 shall not apply to offers to the public of crypto-assets that ended before 30 December 2024.

2. By way of derogation from Title II, only the following requirements shall apply in relation to crypto-assets other than asset-referenced_tokens and e-money tokens that were admitted to trading before 30 December 2024:

(a)	Articles 7 and 9 shall apply to marketing communications published after 30 December 2024;

(b)	operators of trading platforms shall ensure by 31 December 2027 that a crypto-asset white paper, in the cases required by this Regulation, is drawn up, notified and published in accordance with Articles 6, 8 and 9 and updated in accordance with Article 12.

3. Crypto-asset service providers that provided their services in accordance with applicable law before 30 December 2024, may continue to do so until 1 July 2026 or until they are granted or refused an authorisation pursuant to Article 63, whichever is sooner.

Member States may decide not to apply the transitional regime for crypto-asset service providers provided for in the first subparagraph or to reduce its duration where they consider that their national regulatory framework applicable before 30 December 2024 is less strict than this Regulation.

By 30 June 2024, Member States shall notify to the Commission and ESMA whether they have exercised the option provided for in the second subparagraph and the duration of the transitional regime.

4. issuers of asset-referenced_tokens other than credit_institutions that issued asset-referenced_tokens in accordance with applicable law before 30 June 2024, may continue to do so until they are granted or refused an authorisation pursuant to Article 21, provided that they apply for authorisation before 30 July 2024.

5. Credit institutions that issued asset-referenced_tokens in accordance with applicable law before 30 June 2024, may continue to do so until the crypto-asset white paper has been approved or has failed to be approved pursuant to Article 17 provided that they notify their competent_authority pursuant to paragraph 1 of that Article before 30 July 2024.

6. By way of derogation from Articles 62 and 63, Member States may apply a simplified procedure for applications for an authorisation that are submitted between 30 December 2024 and 1 July 2026 by entities that on 30 December 2024, were authorised under national law to provide crypto-asset services. The competent authorities shall ensure that Chapters 2 and 3 of Title V are complied with before granting authorisation pursuant to such simplified procedures.

7. EBA shall exercise its supervisory responsibilities pursuant to Article 117 from the date of application of the delegated acts referred to in Article 43(11).

Article 145

Amendment to Regulation (EU) No 1095/2010

In Article 1(2) of Regulation (EU) No 1095/2010, the first subparagraph is replaced by the following:

‘The Authority shall act within the powers conferred by this Regulation and within the scope of Directives 97/9/EC, 98/26/EC, 2001/34/EC, 2002/47/EC, 2004/109/EC, 2009/65/EC, Directive 2011/61/EU of the European Parliament and of the Council (*9), Regulation (EC) No 1060/2009 and Directive 2014/65/EU of the European Parliament and of the Council (*10), Regulation (EU) 2017/1129 of the European Parliament and of the Council (*11), Regulation (EU) 2023/1114 of the European Parliament and of the Council (*12) and to the extent that those acts apply to firms providing investment services or to collective investment undertakings marketing their units or shares, issuers or offerors of crypto-assets, persons seeking admission to trading or crypto-asset service providers and the competent authorities that supervise them, within the relevant parts of, Directives 2002/87/EC and 2002/65/EC, including all directives, regulations, and decisions based on those acts, and of any further legally binding Union act which confers tasks on the Authority.

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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