by Bryan Hollmann and Oliver VölkelOn 9 June 2023, the Regulation on Markets in Crypto-Assets (MiCA) was published in the Official Journal of the European Union. After two and a half years of difficult negotiations, MiCA is finally part of Union law and will apply directly in all EU member states by 30 December 2024, after an 18-month transition period. The new Regulation can be downloaded here. MiCA introduces a new legal framework across the Union for the public offering of crypto-assets and the provision of crypto-asset services. The Regulation also includes prohibitions on market manipulation and insider dealing. This five-part series highlights the new rules applicable to the crypto industry and explains how they will affect the existing players and new entrants going forward. The structure of the series follows the structure of MiCA itself:
- Basic principles: First, we will examine the scope of MiCA. We will identify the persons and types of businesses MiCA applies to. We will also discuss the central concept of 'crypto-asset' and shed light on the types of cryptocurrencies it covers. We will address the main exceptions to scope, examining when MiCA should not apply. We will also discuss what new crypto-assets are created by MiCA and what distinguishes each of these crypto-assets from one another.
The chapter on basic principles is available here.
- Public offer of crypto-assets: We will present the general regulations that apply to public offerings of crypto-assets. We will then shed light on provisions regarding the crypto-asset white paper, its structure, who has to create it and how it has to be published. We explain the principles regarding the right of withdrawal of a buyer of crypto-assets and the provisions regarding liability for a defective white paper. Last, we present specifics related to the public offering of asset-referenced tokens and e-money tokens.
The chapter on the public offer of crypto-assets is available here.
- Crypto-asset services: The third part is devoted to crypto-asset service providers and the services they provide. We will present the general requirements for service providers and discuss the specifics of each service, namely custody and administration, operation of a trading platform, exchange of crypto-assets for funds or other crypto-assets, execution of orders, placing, reception and transmission of orders, advisory services, portfolio management, and transfer services.
The chapter on crypto-asset services is available here.
- Insider dealing and market manipulation: The fourth part will cover MiCA's provisions on insider dealing and market manipulation. We will examine what inside information is, how to deal with it, what market abuse is with regard to crypto-assets, and which markets are covered by the market abuse provisions.
The chapter on insider dealing and market manipulation is available here.
- Non-covered business models: Finally, in the last part, we will shed light on those crypto business models for which MiCA does not provide any rules, i.e. which will remain unregulated in the future.
The chapter on non-covered business models is available here.This series aims to give a practical overview of MiCA. In selecting the main topics, we have relied on our many years of experience in advising crypto companies. By necessity, the series does not cover every single aspect of MiCA. The series therefore does not claim to be exhaustive. It cannot replace legal advice in individual cases.
