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Key Requirements for Crypto-Asset White Papers
by Ekaterina Anthony
by Viktor Solomon
Under MiCA, any issuer offering non-asset-referenced tokens or utility tokens must provide clear and comprehensive information in their white papers, covering aspects such as issuer identity, project goals, technology, and risks. This ensures that investors have the details they need to make informed decisions. The disclosures must include:
- • Information about the Issuer: Name, legal details, management structure, and business activities.
- • Project Information: Overview of the project’s purpose, past achievements, milestones, and use of funds.
- • Token Details: Type of token, its utility, and any additional rights or obligations.
- • Risks: Description of risks associated with the technology, issuer, and project implementation.
This checklist should be placed at the start of every white paper, followed by detailed explanations in the main sections.
Links to Key Regulations
Here are direct links to the official EU regulations and directives mentioned in MiCA:
- • Markets in Crypto-Assets Regulation (MiCA)
- • Regulation (EU) No 1093/2010 establishing the European Supervisory Authority (EBA)
- • Regulation (EU) No 1095/2010 establishing the European Securities and Markets Authority (ESMA)
Major EU Regulators Overseeing MiCA Compliance
The implementation of MiCA is supported by several major European regulatory bodies, which oversee different aspects of financial and digital asset markets:
- • European Securities and Markets Authority (ESMA): Oversees securities markets, including crypto-assets when offered to the public or traded on a platform.
- • European Banking Authority (EBA): Supervises financial institutions, providing guidance for crypto-asset service providers regarding anti-money laundering (AML) and consumer protection.
- • European Central Bank (ECB): Monitors the impact of crypto-assets on financial stability and payment systems within the EU.
MiCA White Paper Compliance Checklist
Below is a detailed checklist to help ensure your white paper meets all MiCA requirements. Each item in this table represents a disclosure that must be included to comply with MiCA, ensuring clarity and transparency for investors.
| Section | Example Detail/Description | Included in White Paper? (Yes/No) |
|---|---|---|
| Information about the Offeror/Issuer | ||
| Name of the issuer | XYZ Crypto Ltd. | |
| Legal form and registered address | Private Limited Company, 123 Blockchain Rd, EU | |
| Date of registration | Registered on 01/01/2022 | |
| Legal Entity Identifier (LEI) or other identifier | LEI: 1234567890ABCDEFG | |
| Details of the parent company (if applicable) | Parent: ABC Fintech Holdings | |
| Identities of the management body members | CEO: John Doe; CTO: Jane Smith | |
| Business activities of the issuer or parent company (if applicable) | Software Development, Blockchain Services | |
| Information about the Project | ||
| Name of the project and crypto-assets | XYZ Token Project | |
| Description of the project | A platform for decentralized digital identity verification | |
| Key personnel and advisors involved | Lead Developer: Alex Johnson; Advisor: Dr. Maria Gomez | |
| Planned milestones | Beta launch in Q1 2025, full release Q3 2025 | |
| Past achievements | Alpha version deployed with 1,000 users | |
| Resource allocation | 70% for platform development, 20% for marketing, 10% for legal/compliance | |
| Use of funds raised | To enhance the development and scaling of XYZ Token platform | |
| Offer to the Public | ||
| Clarification if it's an offer or admission to trading | Offer to the public on EU exchanges | |
| Reasons for the offer | Raise funds for further R&D and market expansion | |
| Fundraising targets | EUR 5 million target | |
| Pricing and subscription details | EUR 0.10 per token, minimum purchase 100 tokens | |
| Targeted investor profiles | Retail and accredited investors | |
| Distribution of tokens | Initial allocation: 50% to public, 20% to team, 30% for reserves | |
| Crypto-Asset Characteristics | ||
| Type and functionality of the crypto-asset | Utility token used for accessing identity verification tools | |
| Classification data (utility, governance, etc.) | Utility token | |
| Planned future functionalities | Voting rights for token holders in platform decisions by 2026 | |
| Rights and Obligations | ||
| Rights and obligations of token holders | Access to XYZ services, potential voting rights | |
| Conditions for exercising rights | Token holders must hold at least 500 tokens to vote | |
| Modifications to rights | The company reserves the right to amend token use cases with prior notice | |
| Future public offers | Future fundraising events anticipated in 2026 | |
| Transferability restrictions | Tokens non-transferable for the first 6 months post-purchase | |
| Redemption or burn mechanisms | 5% of tokens to be burned annually to reduce supply | |
| Underlying Technology | ||
| Details of the distributed ledger or blockchain technology used | Built on Ethereum blockchain | |
| Consensus mechanism | Proof of Stake (PoS) | |
| Transaction validation incentives | Validators rewarded in XYZ tokens | |
| Technical audits conducted | Audited by SecureSmart Blockchain Auditors in 2023 | |
| Risk Factors | ||
| Technology-related risks | Risk of smart contract bugs or vulnerabilities | |
| Issuer-related risks | Risk of insufficient funds to complete project | |
| Offer or admission risks | Regulatory changes impacting token utility | |
| Project implementation risks | Risk of delayed roadmap milestones | |
For compliance with MiCA standards and to further enhance transparency, it is recommended that the white paper also be made machine-readable. This means structuring the document in a format that can be easily processed by computers, such as XML, JSON, or another structured data format. A machine-readable format allows regulatory bodies, data analysts, and investors to quickly access and verify information, facilitating automated compliance checks and streamlining data collection.
By following this checklist, crypto-asset issuers can enhance their transparency and compliance, reinforcing the trust of their investors while aligning with MiCA’s goals of fostering a robust and regulated European crypto market.