Jurisdiction(s):
United Kingdom

MiCA acquisitions regime: ESMA draft RTS on qualifying holdings in EU CASPs - NCA assessment criteria, information requirements, ownership thresholds and transitional timelines for crypto M&A

Published on: 03 July 2024

Published by a Law360 reporter

Legal News

Article summary

In its 25 March draft regulatory technical standards, ESMA set out essential guidance on the data that must be submitted to national competent authorities (NCAs), which will oversee the vetting of proposed acquisitions of a qualifying holding in relevant CASPs. By way of context, MiCA establishes a harmonised authorisation regime for running a CASP across the European Union and for accessing the EU passport. The overarching aim is to foster fair competition among CASPs and a more secure landscape for crypto-asset investors by verifying the robustness and reliability of authorised service providers, together with their leadership and shareholders, regardless of the member state that granted authorisation. Thereafter, any subsequent alteration to the governance or ownership of an authorised CASP stemming from a merger or acquisition must undergo prior scrutiny by the NCA supervising the target. This review is poised to materially influence how future M&A deals involving a CASP are structured, turning sound foresight and comprehension of the assessment criteria into a central task. Against this backdrop, a close examination of the granular information obligations set out in the draft standards underscores key points that prospective acquirers and targets alike will need to anticipate and evidence during their notification processes...

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