White Paper on MiCA Regulation

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Santiago Barroso

MiCa Regulation

Article 5 of the Regulation of the European Parliament and of the Council determines the content and form of the white paper on cryptoassets. In this, its first paragraph establishes that it must contain, on a mandatory basis, the following information:

1. Detailed description of the issuer and presentation of the main participants in the design and development of the project;

2. Detailed description of the issuer's project, the type of cryptoasset to be offered to the public or whose admission to trading is requested, the reasons for the public offering of the cryptoasset or the request for its admission to trading, and the intended use of the fiat currency or other cryptoassets obtained through the public offering;

3. Detailed description of the characteristics of the public offering, in particular the number of cryptoassets to be issued or whose admission to trading is requested, the issue price of the cryptoassets and the subscription conditions;

4. Detailed description of the rights and obligations associated with cryptoassets, as well as the procedures and conditions for the exercise of such rights;

5. Information on the underlying technology and standards applied by the issuer of the cryptoassets for the purposes of their maintenance, storage and transfer;

6. Detailed description of the risks associated with the issuer of the cryptoassets, the cryptoassets, the public offering of the cryptoasset and the execution of the project.

All the information must be impartial and clear, so that its content can be deduced from a simple reading, and must be presented in a concise and understandable manner. In this sense, the role of the information contained in the white paper is particularly noteworthy and relevant, since it is determined at all times that it may not contain any statement on the future value of the cryptoassets, unless the issuer of the cryptoassets can guarantee such future value.

Regardless of this, the following shall be indicated, in a mandatory, clear and unequivocal manner, about cryptoassets:

1. They may lose their value totally or partially;
2. They may not always be negotiable;
3. They may not be liquid;


Once prepared, it will contain a statement where the management body will confirm that the cryptoasset white paper meets the requirements and that the information presented therein is correct and there are no material omissions.

The cryptoasset white paper shall contain a non-technical summary providing key information about the public offering of cryptoassets or their intended admission to trading and, in particular, about the essential elements of the cryptoassets in question.

Regarding the publication of the cryptoasset bank book, Article 8 of the Regulation of the European Parliament and of the Council establishes the obligation for issuers of cryptoassets other than asset-backed tokens or e-money tokens to publish their cryptoasset white papers on their website no later than the date of commencement of the public offering of the relevant cryptoassets or their admission to trading on a cryptoasset trading platform.

The white paper will remain available on the issuer's website - which must be public - for as long as the cryptoassets are in the hands of the public.

With respect to the modification of the white paperArticle 11 provides that issuers of cryptoassets shall amend the already published cryptoasset white paper to outline any change or new fact that may significantly influence the purchase decision of a future buyer of such cryptoassets or the decision of the holders of cryptoassets to sell or exchange them.

In addition, it shall immediately inform the public, through its website, that it has notified the competent authority of its home Member State of the amendment and provide a summary of the reasons for such notification. Following the amendment, they shall notify the amended cryptoasset white paper to the competent authority of their home Member State, including the reasons for the amendment, at least seven working days prior to publication.

If accepted and the modification occurs, the white paper will be time-stamped, identified as "applicable version", being available as long as the cryptoassets are in the hands of the public.

White Paper on MiCA Regulation
White Paper on MiCA Regulation

Regarding the content and form of the cryptoasset white paper on asset-backed tokens (Article 17 of the Regulation), its procedure is identical except that, as regards its content, it must contain:

1. Detailed description of the issuer's system of governance, including a description of the role, responsibilities and accountability of the third party entities;

2. Detailed description of the asset reserve;

3. Detailed description of the custodial arrangements for reserve assets, including segregation of assets;

4. In the case of investment of reserve assets, a detailed description of the investment policy in this regard;

5. Detailed information on the nature and enforceability of the rights, in particular any direct rights of redemption or claim on the reserve assets or against the issuer that are granted to the holders of asset-backed tokens and to any natural or legal person referred to in Article 35(3), including the treatment that may be given to such rights in insolvency proceedings;

6. When the issuer does not recognize any direct rights to the reserve assets, detailed information about the mechanisms to guarantee the liquidity of the asset-backed securities;

7. Detailed description of the complaint handling procedure.

In the event of modification (article 21), it shall deal with the following:

1. The governance system;

2. Reserve assets and their custody;

3. The rights recognized to the holders of asset-linked tokens;

4. The mechanism for the issuance, creation and destruction of asset-linked cards;

5. Protocols for the validation of operations with tokens referenced to assets;

6. The operation of the issuer's exclusive TRD, when the asset referenced tokens are issued, transferred and stored by means of such TRD;

7. Mechanisms to guarantee the repayment of the asset-linked tokens or their liquidity;

8. Agreements with third parties, among others for the management of reserve assets and the investment of the reserve, the custody of reserve assets and, if applicable, the distribution of asset-linked tokens to the public;

9. Liquidity management policy in the case of issuers of significant asset-linked tokens;

10. The procedure for handling complaints.

Regarding the content and form of the white paper on electronic money tokens (article 46), it follows the same procedure as the previous one, and must contain:

1. A description of the issuer of electronic money tokens.

2. A detailed description of the issuer's project and a presentation of the main participants in the design and development of the project;

3. An indication of whether the cryptoasset white paper refers to a public offering of electronic money tokens and/or the admission of such tokens to trading on a cryptoasset trading platform;

4. A detailed description of the rights and obligations associated with electronic money tokens, including the right of redemption and the procedures and conditions for the exercise of such rights;

5. Information on the underlying technology and standards applied by the issuer of electronic money tokens for the purposes of their maintenance, storage and transfer;

6. Risks related to the e-money issuer, e-money tokens and project implementation, including technology;

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