MT
ACT No. XXXVI of 2024 AN ACT to provide for the establishment of a framework for the requirements applicable to offers to the public and admission to trading on a trading platform of asset-referenced tokens, e-money tokens, other crypto-assets, and the requirements applicable to crypto-
Table of Provisions (66)
Statutory Text (66 Articles)
I assent.
(L.S.)
FRANCIS ZAMMIT DIMECH
Acting President
5th November, 2024
ACT No. XXXVI of 2024
AN ACT to provide for the establishment of a framework for the
requirements applicable to offers to the public and admission to
trading on a trading platform of asset-referenced tokens, e-money
tokens, other crypto-assets, and the requirements applicable to crypto-
asset service providers.
BE IT ENACTED by the President, by and with the advice and
consent of the House of Representatives, in this present Parliament
assembled, and by the authority of the same, as follows:-
(1) The short title of this Act is the Markets in Crypto-
Assets Act, 2024.
(2) The principal scope of this Act is to implement the relevant
provisions of Regulation (EU) 2023/1114 of the European Parliament
and of the Council of 31 May 2023 on markets in crypto-assets, and
amending Regulations (EU) No. 1093/2010 and (EU) No. 1095/2010
and Directives 2013/36/EU and (EU) 2019/1937, and it shall be
interpreted and applied accordingly.
(3) This Act shall be deemed to have come into force on 30 June
2024, with the exception of Parts II, V, VI, X and XI of this Act which
shall come into force on 30 December 2024.
(1)
In this Act, unless the context otherwise requires
"AIFs" shall have the same meaning as that assigned to
it in paragraph (a) of Article 4(1) of Directive 2011/61/EU;
"alternative investment fund manager" shall have the same
meaning as that assigned to it in point (48) of Article 3(1) of
the MiCA Regulation and shall include investment services
licence holders licensed in accordance with the Investment
Services Act to carry out the investment service referred to in
item 4 of the First Schedule of the said Act in relation to AIFs;
"asset-referenced token" shall have the same meaning as
that assigned to it in point (6) of Article 3(1) of the MiCA
Regulation;
"binding legal instruments" means any directly applicable
measures, including but not limited to, any implementing
technical standards, regulatory technical standards or similar
measures, issued in accordance with European Union legislation;
"Central Bank" means the Central Bank of Malta as
defined in the Central Bank of Malta Act;
"central securities depository" shall have the same
meaning as that assigned to it in point (1) of Article 2(1) of
Regulation (EU) No. 909/2014;
"competent authority" means the Malta Financial Services
Authority established by the Malta Financial Services Authority Cap. 330.
Act;
"credit institution" shall have the same meaning as that
assigned to it in point (28) of Article 3(1) of the MiCA
Regulation;
"crypto-asset" shall have the same meaning as that
assigned to it in point (5) of Article 3(1) of the MiCA
Regulation;
"crypto-asset service" shall have the same meaning as that
assigned to it in point (16) of Article 3(1) of the MiCA
Regulation;
"crypto-asset service provider" shall have the same
meaning as that assigned to it in point (15) of Article 3(1) of
the MiCA Regulation;
"Directive 2009/65/EC" means 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), as may be amended from time to
time, and includes any binding legal instruments, guidelines and
other measures that have been or may be issued thereunder;
"Directive 2011/61/EU" means 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, as may be amended from time to
time, and includes any binding legal instruments, guidelines and
other measures that have been or may be issued thereunder;
"Directive 2013/34/EU" means 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, as may be amended from time to time, and includes
any binding legal instruments, guidelines and other measures
that have been or may be issued thereunder;
"Directive 2014/65/EU" means 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, as may be amended from time
to time, and includes any binding legal instruments, guidelines
and other measures that have been or may be issued thereunder;
"Directive (EU) 2015/849" means 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, as may be amended from
time to time, and includes any implementing measures,
implementing technical standards, regulatory technical
standards, guidelines and similar measures that have been or may
be issued thereunder;
"Directive (EU) 2015/2366" means 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, as may be amended from time to time, and includes
any binding legal instruments, guidelines and other measures
that have been or may be issued thereunder;
"EBA" means the European Banking
Authority
established by Regulation (EU) No. 1093/2010;
"European Central Bank" or "ECB" means the European
Central Bank established by the Treaty on the Functioning of
the European Union;
"electronic money institution" shall have the same
meaning as that assigned to it in point (43) of Article 3(1) of the
MiCA Regulation and shall include financial institutions
authorised to issue electronic money in accordance with the
Financial Institutions Act;
"electronic money token" or "e-money token" shall have
the same meaning as that assigned to it in point (7) of Article
3(1) of the MiCA Regulation;
"ESMA" means the European Securities and Markets
Authority established by Regulation (EU) No. 1095/2010;
"European regulatory authority" means a body or bodies
designated by a Member State other than Malta in accordance
with Article 93(1) of the MiCA Regulation for the purpose of
carrying out the functions and duties provided for under the said
Regulation;
"Financial Intelligence Analysis Unit" means the
Financial Intelligence Analysis Unit as established by article
15 of the Prevention of Money Laundering Act;
"GDPR" means 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), as may be amended from time to time, and includes
any binding legal instruments, guidelines and other measures
that have been, or may be issued thereunder;
"home Member State" shall have the same meaning as that
assigned to it in point (33) of Article 3(1) of the MiCA
Regulation;
"host Member State" shall have the same meaning as that
assigned to it in point (34) of Article 3(1) of the MiCA
Regulation;
"investment firm" shall have the same meaning as that
assigned to it in point (29) of Article 3(1) of the MiCA
Regulation and shall include investment services licence holders
licensed in accordance with the Investment Services Act to carry Cap. 370.
out any of the investment services referred to in items 1 to 4, 6
to 9 and 11 of the First Schedule of the said Act in relation to an
instrument as defined in the Investment Services Act;
"issuer" shall have the same meaning as that assigned to it
in point (10) of Article 3(1) of the MiCA Regulation;
"market operator" shall have the same meaning as that
assigned to it in point (18) of Article 4(1) of Directive 2014/65/
EU and shall include investment services licence holders
licensed in accordance with the Investment Services Act to carry Cap. 370.
out the investment services referred to in item 9 of the First
Schedule of the said Act in relation to an instrument as defined
in the Investment Services Act;
"MiCA Regulation" means Regulation (EU) 2023/1114 of
the European Parliament and of the Council of 31 May 2023 on
markets in crypto-assets, and amending Regulations (EU) No.
1093/2010 and (EU) No. 1095/2010 and Directives 2013/36/EU
and (EU) 2019/1937, as may be amended from time to time, and
includes any binding legal instruments, guidelines and other
measures that have been or may be issued thereunder;
"Minister" means the Minister responsible for the
regulation of financial services;
"offeror" shall have the same meaning as that assigned to it
in point (13) of Article 3(1) of the MiCA Regulation;
"qualified investor" shall have the same meaning as that
assigned to it in point (30) of Article 3(1) of the MiCA
Regulation;
"Regulation (EU) No. 1093/2010" means 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, as may be amended from time to time, and includes
any binding legal instruments, guidelines and other measures
that have been or may be issued thereunder;
"Regulation (EU) No. 1095/2010" means 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, as may be amended from
time to time, and includes any binding legal instruments,
guidelines and other measures that have been or may be issued
thereunder;
"Regulation (EU) No. 909/2014" means 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 Directives 98/26/EC and 2014/65/EU and Regulation
(EU) No. 236/2012, as may be amended from time to time, and
includes any binding legal instruments, guidelines and other
measures that have been or may be issued thereunder;
"Rules" refers to Rules which may be issued by the
competent authority in accordance with this Act;
"UCITS" shall have the same meaning as that assigned to it
in article 2(1) of the Investment Services Act;
"UCITS management company" shall have the same
meaning as that assigned to it in point (47) of Article 3(1) of the
MiCA Regulation and shall include investment services licence
holders licensed in accordance with the Investment Services Act Cap. 370.
to carry out the investment service referred to in item 4 of the
First Schedule of the said Act in relation to UCITS in the form
of common funds or of investment companies.
(2) Unless the context otherwise requires, the words used in
this Act which are not defined herein shall have the same meaning as
assigned to them in the MiCA Regulation.
(3) In this Act, and in any regulations made thereunder, where
there are any conflicts between the English and the Maltese texts, the
English text shall prevail.
(4) In the event that there is any conflict between this Act and the
provisions of the MiCA Regulation, the provisions of the MiCA
Regulation shall prevail.
(1) The provisions of this Act and any regulations made, or Applicability.
Rules issued thereunder shall not apply to
(a) persons who provide crypto-asset services
exclusively for their parent companies, for their own subsidiaries
or for other subsidiaries of their parent companies;
(b) a liquidator or an administrator acting in the course
of an insolvency procedure, except for the purposes of Article
47 of the MiCA Regulation and article 21;
(c) the ECB, central banks of the Member States when
acting in their capacity as monetary authorities, or other public
authorities of the Member States;
(d)
the European Investment Bank and its subsidiaries;
(e) the European Financial Stability Facility and the
European Stability Mechanism; and
(f)
public international organisations.
(2) The provisions of this Act and any regulations made, or
Rules issued thereunder shall not apply to crypto-assets that are unique
and not fungible with other crypto-assets.
(3) The provisions of this Act and any regulations made, or
Rules issued thereunder shall not apply to crypto-assets that qualify
as one or more of the following
(a)
financial instruments;
(b)
deposits, including structured deposits;
(c)
funds, except if they qualify as e-money tokens;
(d) securitisation positions in the context of a
securitisation as defined in Article 2, point (1), of Regulation
(EU) 2017/2402;
(e) non-life or life insurance products falling within the
classes of insurance listed in Annexes I and II to 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) or reinsurance and
retrocession contracts referred to in such Directive;
(f) pension products that under national law are
recognised as having the primary purpose of providing the
investor with an income in retirement and that entitle the investor
to certain benefits;
(g) officially recognised occupational pension schemes
falling within the scope of 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) or 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;
(h) individual pension products for which a financial
contribution from the employer is required by national law and
where the employer or the employee has no choice as to the
pension product or provider;
(i) a pan-European Personal Pension Product as defined
in point 2 of Article 2 of Regulation (EU) 2019/1238 of the
European Parliament and of the Council of 20 June 2019 on a
pan-European Personal Pension Product (PEPP); and
(j)
social security schemes covered by Regulation (EC)
No. 883/2004 of the European Parliament and of the Council of
29 April 2004 on the coordination of social security systems and
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.
(1) The competent authority shall carry out its functions The competent
under this Act and in particular shall ensure compliance with the authority.
provisions of the MiCA Regulation, this Act and any regulations
made, and Rules issued thereunder.
(2) The competent authority shall also carry out the functions and
duties as competent authority for all purposes of the MiCA Regulation.
PART II
CRYPTO-ASSETS OTHER THAN ASSET-REFERENCED
TOKENS OR E-MONEY TOKENS
The competent authority shall not require the prior approval Approval of
of crypto-asset white papers drawn up by persons intending to make an crypto-asset
white papers
offer to the public or seeking admission to trading of crypto-assets and
communications
other than asset-referenced tokens or e-money tokens in the European is not required.
Union, nor of any marketing communications relating thereto, before
their respective publication.
(1) The provisions of this article shall only apply where Notification of
the crypto-asset
Malta is the home Member State.
white paper.
(2) Offerors, persons seeking admission to trading, or operators of
trading platforms for crypto-assets other than asset-referenced tokens
or e-money tokens shall notify their crypto-asset white paper to the
competent authority.
(3) Offerors and persons seeking admission to trading of crypto-
assets other than asset-referenced tokens or e-money tokens shall,
together with the notification referred to in sub-article (2), provide the
competent authority with a list of the host Member States, if any, where
they intend to offer their crypto-assets to the public, or intend to seek
admission to trading and they shall inform the competent authority of
the starting date of the intended offer to the public or intended
admission to trading and of any change to that date
Provided that the competent authority shall notify the single
point of contact of the host Member States of the intended offer to the
public or the intended admission to trading and communicate to that
single point of contact the corresponding crypto-asset white paper
within five (5) working days of receipt of the list of host Member
States referred to in this sub-article.
(4) The notification of the crypto-asset white paper referred to in
sub-article (2) shall be accompanied by an explanation of why the
crypto-asset described in the crypto-asset white paper should not be
considered to be
(a) a crypto-asset excluded from the scope of the MiCA
Regulation, this Act and any regulations made, and Rules issued
thereunder pursuant to Article 2(4) of the MiCA Regulation and
article 3(3) of this Act;
(b)
an e-money token; or
(c)
an asset-referenced token.
(5) The notification and explanation referred to in sub-articles (2)
and (4) respectively shall be notified to the competent authority at least
twenty (20) working days before the date of publication of the crypto-
asset white paper.
(1) Where Malta is the home Member State or the host
Member State, marketing communications shall upon request, be
notified to the competent authority when addressing prospective
holders of crypto-assets other than asset-referenced tokens or e-money
tokens in Malta.
(2) When marketing communications are disseminated in Malta,
the competent authority shall have the power to assess their
compliance with Article 7(1) of the MiCA Regulation in respect of
those marketing communications.
(1) The provisions of this article shall only apply where
Malta is the home Member State.
(2) Where for each twelve (12) month period starting from the
beginning of the initial offer to the public, the total consideration of
an offer to the public of a crypto-asset, other than an asset-referenced
token or e-money token, in the European Union exceeds one million
euro (€1,000,000), the offeror shall send a notification to the
competent authority containing a description of the offer and
explaining why the offer is exempt from the provisions of Title II of
the MiCA Regulation and Part II of this Act pursuant to paragraph (d)
of Article 4(3) of the MiCA Regulation
Provided that for the purposes of this sub-article, a "crypto-
asset, other than an asset-referenced token or e-money token" means a
crypto-asset, other than an asset-referenced token or e-money token,
which grants its holder the right to use it only in exchange for goods
and services in a limited network of merchants with contractual
arrangements with the offeror.
(3) Based on the notification referred to in sub-article (2), the
competent authority shall take a duly justified decision where it
considers that the activity does not qualify for an exemption as a
limited network in a c c o r d a n c e w i t h Article 4(3)(d) of the
MiCA Regulation, and shall inform the offeror accordingly.
PART III
ASSET-REFRENCED TOKENS
(1) A person shall not make an offer to the public, or Authorisation to
seek the admission to trading of an asset-referenced token in Malta, offer
referenced
unless that person is the issuer of that asset-referenced token and is
tokens to the
public or seek
their admission
(a) a legal person or other undertaking that is established to trading.
in the European Union and has been authorised in accordance
with Article 21 of the MiCA Regulation by the competent
authority of its home Member State; or
(b) a credit institution that complies with Article 17 of
the MiCA Regulation
Provided that for the purposes of paragraph (a), 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) Notwithstanding the provisions of sub-article (1), 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
Provided that the persons referred to in this sub-article
shall comply with Articles 27, 29 and 40 of the MiCA Regulation and
article 16.
(3) The provisions of sub-articles (1) and (2) shall not apply
where
(a) over a period of twelve (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
five million euro (€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
Provided that where this sub-article applies, issuers of asset-
referenced tokens shall draw up a crypto-asset white paper as provided
for in Article 19 of the MiCA Regulation and notify such crypto-asset
white paper, and upon request, any marketing communications to the
competent authority where Malta is the home Member State.
(1) For the purposes of this article, "credit institution"
means a credit institution which is licensed as such under the Banking
Act.
(2) An asset-referenced token issued by a credit institution may
be offered to the public or admitted to trading if the credit institution
(a) draws up a crypto-asset white paper as referred to in
Article 19 of the MiCA Regulation for the asset-referenced
token, submits such crypto-asset white paper for approval by the
competent authority of its home Member State in accordance
with the procedure set out in the regulatory technical standards
adopted pursuant to Article 17(8) of the MiCA Regulation, and
has the crypto-asset white paper approved by the competent
authority; and
(b) notifies the competent authority, at least ninety (90)
working days before issuing the asset-referenced token for the
first time, by providing it with the following information
(i) a programme of operations, setting out the
business model that the credit institution intends to follow;
(ii) a legal opinion that the asset-referenced token
does not qualify as either a crypto-asset excluded from the
scope of the MiCA Regulation, this Act and any
regulations made, and Rules issued thereunder pursuant to
Article 2(4) of the MiCA Regulation and article 3(3) of
this Act;
(iii) a detailed description of the governance
arrangements referred to in Article 34(1) of the MiCA
Regulation;
(iv) the policies and procedures listed in the first
sub-paragraph of Article 34(5) of the MiCA Regulation;
(v) a description of the contractual arrangements
with third-party entities as referred to in the second sub-
paragraph of Article 34(5) of the MiCA Regulation;
(vi) a description of the business continuity policy
referred to in Article 34(9) of the MiCA Regulation;
(vii) a description of the internal control
mechanisms and risk management procedures referred to
in Article 34(10) of the MiCA Regulation; and
(viii) a description of the systems and procedures in
place to safeguard the availability, authenticity, integrity
and confidentiality of data referred to in Article 34(11) of
the MiCA Regulation.
(3) Notwithstanding the provisions of sub-article (2), a credit
institution that has previously notified the competent authority in
accordance with sub-article (2)(b), when issuing another asset-
referenced token, shall not be required to submit any information that
was previously submitted by it to the competent authority where such
information would be identical
Provided that when submitting the information listed in sub-
article (2)(b), the credit institution shall expressly confirm that any
information not resubmitted in accordance with this sub-article is still
up-to-date.
(4) When receiving a notification as referred to in sub-article
(2)(b), the competent authority shall, within twenty (20) working
days of receipt of the information listed in the said sub-article, assess
whether the information required under that paragraph has been
provided.
(5) Where the competent authority concludes, following the
assessment carried out in accordance with sub-article (4), that a
notification is not complete because some information is missing, it
shall immediately inform the notifying credit institution thereof and set
a deadline by which that credit institution is required to provide the
missing information
Provided that the deadline for providing any missing
information shall not exceed twenty (20) working days from the date
of the request and, until the expiry of such deadline, the period set out
in sub-article (2)(b) shall be suspended.
(6) Without prejudice to the provisions of sub-article (5), any
further request by the competent authority for completion or
clarification of the information provided in terms of this article shall be
at its discretion but shall not result in a suspension of the period set out
in sub-article (2)(b).
(7) The credit institution shall not make an offer to the public or
seek the admission to trading of the asset-referenced token as long as
the notification referred to in sub-article (2)(b) is incomplete.
(8) The competent authority shall communicate to the ECB
without delay the complete information received under sub-article (2)
and, where the credit institution 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, also to the Central Bank.
(9) The ECB and, where applicable, the Central Bank shall within
twenty (20) working days of receipt of the complete information in
accordance with sub-article (8), issue an opinion on that information
and transmit that opinion to the competent authority.
(10) The competent authority shall require the credit institution not
to offer to the public or seek the admission to trading of the asset-
referenced token in cases where the ECB or, where applicable, the
Central Bank, give a negative opinion on the grounds of a risk posed
to the smooth operation of payment systems, monetary policy
transmission or monetary sovereignty.
(1) The provisions of this article shall only apply when
Malta is the home Member State.
(2) 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 as referred to in article 9
to the competent authority.
(3) Without prejudice to Article 18(6) and (7) of the MICA
Regulation, the application referred to in sub-article (2) shall contain
all of the following information
(a)
the address of the applicant;
(b)
the legal entity identifier of the applicant;
(c) the articles of association of the applicant, where
applicable;
(d) a programme of operations, setting out the business
model that the applicant 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 the
MiCA Regulation, this Act and any regulations made, and
Rules issued thereunder pursuant to Article 2(4) of the
MiCA Regulation and article 3(3) of this Act; or
(ii)
an e-money token;
(f) a detailed description of the applicant’s governance
arrangements as referred to in Article 34(1) of the MiCA
Regulation;
(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;
(i) proof that the persons referred to in paragraph (h)
are of sufficiently good repute and possess the appropriate
knowledge, skills and experience to manage the applicant;
(j) proof that any shareholder or member, whether direct
or indirect, that has a qualifying holding in the applicant is of
sufficiently good repute;
(k) a crypto-asset white paper as referred to in Article
19 of the MiCA Regulation;
(l) the policies and procedures referred to in the first
sub-paragraph of Article 34(5) of the MiCA Regulation;
(m) a description of the contractual arrangements with
the third-party entities as referred to in the second sub-paragraph
of Article 34(5) of the MiCA Regulation;
(n) a description of the applicant’s business continuity
policy referred to in Article 34(9) of the MiCA Regulation;
(o) a description of the internal control mechanisms and
risk management procedures referred to in Article 34(10) of the
MiCA Regulation;
(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) of the
MiCA Regulation;
(q) a description of the applicant’s complaints-handling
procedures as referred to in Article 31 of the MiCA Regulation;
and
(r) where applicable, a list of host Member States where
the applicant intends to offer the asset-referenced token to the
public or intends to seek admission to trading of the asset-
referenced token.
(4) For the purposes of sub-article (3)(i) and (j), the applicant
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 of the asset-referenced token collectively possess the
appropriate knowledge, skills and experience to manage the
issuer of the asset-referenced token and that such persons are
required to commit sufficient time to perform their duties; and
(c) for all shareholders and members, whether direct or
indirect, that have qualifying holdings in the applicant, 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.
(5) Notwithstanding the provisions of sub-article (3), issuers that
have already been authorised in respect of one (1) 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
Provided that when submitting the information listed in sub-
article (3), the issuer shall expressly confirm that any information not
resubmitted is still up to date.
(6) The competent authority shall promptly, and in any event
within two (2) working days of receipt of an application referred to in
sub-article (2), acknowledge receipt thereof in writing to the applicant.
(7) The competent authority shall, within twenty-five (25)
working days of receipt of the application referred to in sub-article
(2), assess whether that application, including the crypto-asset white
paper referred to in Article 19 of the MiCA Regulation, comprises all
of the required information and it shall immediately notify the
applicant whether the application, including the crypto-asset white
paper, is missing required information
Provided that where the application, including the crypto-
asset white paper, is not complete, the competent authority shall set a
deadline by which the applicant is to provide any missing information.
(8) The competent authority shall, within sixty (60) working days
of receipt of a complete application, assess whether the applicant
complies with the requirements of Title III of the MiCA Regulation
and the provisions of this Part, and prepare a fully reasoned draft
decision granting or refusing authorisation to offer asset-referenced
tokens to the public or seek their admission to trading
Provided that, within the period referred to in this sub-article,
the competent authority may request from the applicant any
information on the application, including on the crypto-asset white
paper referred in Article 19 of the MiCA Regulation
Provided further that for the purposes of the assessment to be
carried out in accordance with this sub-article, the competent authority
may cooperate with competent authorities for anti-money laundering
and counter-terrorist financing, financial intelligence units or other
public bodies.
(9) The assessment periods referred to in sub-articles (7) and (8)
shall be suspended for the period between the date of request for
missing information by the competent authority and the receipt by the
said competent authority of a response from the applicant
Provided that the suspension referred to in this sub-article
shall not exceed twenty (20) working days.
(10) Without prejudice to the provisions of sub-article (9), any
further requests by the competent authority for completion or
clarification of the information provided in terms of this article shall
be at its discretion but shall not result in a suspension of the
assessment periods set out in sub-articles (7) and (8).
(11) The competent authority shall, after the period referred to in
sub-article (8), transmit its draft decision as referred to in the said
sub-article and the relative application to the EBA, ESMA and the
ECB
Provided that where an official currency of a Member State
that is not the euro is referenced by the asset-referenced token, the
competent authority shall also transmit its draft decision and the
application to the central bank of such Member State.
(12) The opinion to be issued by the EBA and ESMA respectively,
at the request of the competent authority, as regards their evaluation of
the legal opinion referred to in Article 18(2)(e) of the MiCA
Regulation and sub-article (3)(e), shall be transmitted to the
competent authority within twenty (20) working days of receipt of the
draft decision referred to in sub-article (8) and the relative application.
(13) The opinion to be issued by the ECB or, where applicable, the
central bank referred to in sub-article (11) as regards its evaluation of
the risks that issuing such asset-referenced token might pose to
financial stability, the smooth operation of payment systems, monetary
policy transmission and monetary sovereignty, in accordance with
Article 21(5) of the MiCA Regulation, shall be transmitted to the
competent authority within twenty (20) working days of receipt of the
draft decision referred to in sub-article (8) and the relative application.
(14) Without prejudice to the provisions of sub-article (11), the
opinions referred to in sub-articles (12) and (13) shall be non-binding
Provided that the competent authority shall duly consider the
opinions referred to in this sub-article.
(15) The competent authority shall, within twenty-five (25)
working days of receipt of the opinions referred to in sub-articles (12)
and (13), take a fully reasoned decision to grant or refuse to grant to
the applicant authorisation to offer asset-referenced tokens to the
public or seek their admission to trading and, within five (5) working
days of taking such decision, notify it to the applicant
Provided that where an applicant is authorised, its crypto-
asset white paper shall be deemed to be approved.
(16) In granting an authorisation under this article, the competent
authority may subject the issuer of an asset-referenced token to such
conditions as it may deem appropriate and having granted such an
authorisation, it may from time to time, vary or revoke any condition
so imposed or impose new conditions.
(1) The competent authority shall refuse to grant Refusal of the
authorisation under Article 21 of the MiCA Regulation and article 11, authorisation.
to offer asset-referenced tokens to the public or seek their admission to
trading where there are objective and demonstrable grounds that
(a) the management body of the applicant may 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 of the applicant
do not meet the criteria set out in Article 34(2) of the MiCA
Regulation;
(c) shareholders and members, whether direct or
indirect, of the applicant that have qualifying holdings who do
not meet the criteria of sufficiently good repute set out in
Article 34(4) of the MiCA Regulation;
(d) the applicant fails to meet or is likely to fail to meet
any of the requirements of Title III of the MiCA Regulation or
the provisions of this Part; and, or
(e) the applicant’s business model may 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.
(2) The competent authority shall also refuse to grant
authorisation under Article 21 of the MiCA Regulation and article 11
to offer asset-referenced tokens to the public or seek their admission to
trading if the ECB or, where applicable, the central bank referred to in
article 11(11) gives a negative opinion under Article 20(5) of the
MiCA Regulation and article 12(13) on the grounds of a risk posed to
the smooth operation of payment systems, monetary policy
transmission, or monetary sovereignty.
(1) The competent authority shall withdraw an authorisation Withdrawal of
granted under Article 21 of the MiCA Regulation and article 11 to an the
authorisation.
issuer of an asset-referenced token in any of the following situations
(a)
the issuer has ceased to engage in business for six
(6) consecutive months, or has not used its authorisation for
twelve (12) consecutive months;
(b) the issuer has obtained its authorisation by irregular
means, such as by making false statements in the application for
authorisation referred to in Article 18 of the MiCA Regulation
and article 11 or in any crypto-asset white paper modified in
accordance with Article 25 of the MiCA Regulation and article
15;
(c) the issuer no longer meets the conditions under
which the authorisation was granted;
(d) the issuer has seriously infringed the provisions of
Title III of the MiCA Regulation and, or the provisions of this
Part;
(e)
the issuer has been subject to a redemption plan;
(f) the issuer has expressly renounced its authorisation
or has decided to cease operations; and, or
(g) the issuer’s activity poses 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
Provided that the issuer of the asset-referenced token
authorised under Article 21 of the MiCA Regulation and article 11
shall notify the competent authority of any of the situations referred
to in paragraphs (e) and (f) of this sub-article.
(2) Without prejudice to sub-articles (1) and (3), the competent
authority shall withdraw an authorisation granted under Article 21 of
the MiCA Regulation and article 11 to an issuer of an asset-referenced
token when the ECB or, where applicable, the central bank referred to
in article 11(11) issue an opinion that the asset-referenced token poses
a serious threat to the smooth operation of payment systems, monetary
policy transmission or monetary sovereignty.
(3) Without prejudice to sub-articles (1) and (2), the competent
authority shall withdraw an authorisation granted under Article 21 of
the MiCA Regulation and article 11 to an issuer of an asset-referenced
token where it is of the opinion that the situations referred to in Article
24(4) of the MiCA Regulation affect the good repute of the members
of the management body of that issuer, or the good repute of any
shareholders or members, whether direct or indirect, of the issuer that
have qualifying holdings, or if there is an indication of a failure of the
governance arrangements, or internal control mechanisms as referred
to in Article 34 of the MiCA Regulation
Provided that when an authorisation is withdrawn in terms of
this sub-article, the issuer of the asset-referenced token shall
implement the procedure under Article 47 of the MiCA Regulation
and article 21.
(1)
Where the competent authority proposes to
Notice of
proposed
refusal,
(a) refuse an application for authorisation submitted to
variation, or
withdrawal of
the competent authority in accordance with the provisions of
an authorisation.
Article 21 of the MiCA Regulation and article 11, or to
withdraw the authorisation granted to an issuer of an asset-
referenced token under the said provisions; or
(b) vary any condition to which an authorisation granted
under Article 21 of the MiCA Regulation and article 11 is
subject, or impose a condition thereon,
it shall give the applicant or the issuer of an asset-referenced token,
as applicable, notice in writing of its intention to do so, while setting
out the reasons for the decision it proposes to take.
(2) Every notice given under sub-article (1) shall state that the
recipient of such notice may, within a reasonable period after the
service thereof as may be stated in the notice, make representations in
writing to the competent authority in which he gives the reasons why
the proposed decision should not be taken, and the competent authority
shall consider any representation so made before reaching a final
decision.
(3) Subject to the provisions of Article 21 of the MiCA
Regulation and article 11, the competent authority shall as soon as
practicable notify its final decision in writing to any of the persons to
whom notice is to be given under sub-article (1).
(1) The provisions of this article shall only apply when Modification of
published
Malta is the home Member State.
crypto-assets
white papers for
asset-referenced
(2) Issuers of asset-referenced tokens shall notify the competent tokens.
authority 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 of the MiCA Regulation and
article 11, or after the approval of the crypto-asset white paper
pursuant to Article 17 of the MiCA Regulation and article 10, as well
as in the context of Article 23 of the MiCA Regulation
Provided that the competent authority shall be notified of the
intended changes referred to in this sub-article at least thirty (30)
working days before the said changes take effect.
(3) The changes referred to in sub-article (2) shall 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 of the MiCA Regulation;
(h) the arrangements with third-party entities, including
for managing the reserve assets and the investment of the
reserve, for the custody of reserve assets, and where applicable,
for the distribution of the asset-referenced tokens to the public;
(i)
the complaints handling procedures; and, or
(j) the money laundering and terrorist financing risk
assessment and general policies and procedures related thereto.
(4) Where any intended change as referred to in sub-article (2)
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.
(5) The issuer of the asset-referenced token shall notify the
draft modified crypto-asset white paper referred to in sub-article (4)
to the competent authority and the competent authority shall
electronically acknowledge receipt of the said white paper as soon as
possible, but in any case not later than five (5) working days from
receipt thereof.
(6) The competent authority shall grant approval of, or refuse to
approve, the draft modified crypto-asset white paper referred to in sub-
article (4) within thirty (30) working days of acknowledgement of
receipt thereof in accordance with sub-article (5)
Provided that during the examination of the draft modified
crypto-asset white paper, the competent authority may request any
additional information, explanations or justifications concerning the
said white paper and, when the competent authority makes such
request, the time limit referred to in this sub-article shall only
commence when the competent authority has received the requested
additional information.
(1) The competent authority shall not require the prior Marketing
approval of marketing communications relating to an offer to the communi-
cations.
public of an asset-referenced token, or to the admission to trading of
such asset-referenced token, before their publication.
(2) Marketing communications as referred to in sub-article (1)
shall, upon request, be notified to the competent authority.
Where the issuer of an asset-referenced token, being a credit Discontinuation
institution licensed under the Banking Act or a legal person or other of
activities.
undertaking authorised under Article 21 of the MiCA Regulation and Cap. 371.
article 11, decides to discontinue the provision of its services and
activities, including by discontinuing the issue of such asset-referenced
token, it shall submit a plan to the competent authority for approval of
such discontinuation.
(1)
For the purposes of this article
Assessment of
proposed
acquisitions of
(a) "proposed acquirer" means any natural or legal
issuers of asset-
referenced
persons or such persons acting in concert who intend to acquire,
tokens.
directly or indirectly, a qualifying holding in an issuer of an
asset-referenced token; and
(b) "issuer of an asset-referenced token" means an issuer
of an asset-referenced token which is a credit institution licensed
under the Banking Act or a legal person or other undertaking Cap. 371.
authorised under Article 21 of the MiCA Regulation and article
11. (2) Any natural or legal persons or such persons acting in concert
who intend to acquire, directly or indirectly, 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 twenty per cent
(20%), thirty per cent (30%) or fifty per cent (50%), or so that the
issuer of the asset-referenced token would become its subsidiary, shall
notify the competent authority of such issuer in writing, indicating the
size of the intended holding and the information required by the
regulatory technical standards adopted by the European Commission
in conformity with Article 42(4) of the MiCA Regulation.
(3) 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 such holding,
notify in writing the competent authority of its decision and indicate
the size of such holding
Provided that any such person as referred to in this sub-article
shall also notify the competent authority when 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 ten per cent (10%),
twenty per cent (20%), thirty per cent (30%) or fifty per cent (50%), or
so that the issuer of the asset-referenced token would cease to be such
person’s subsidiary.
(4) The competent authority shall, immediately and in any event
within two (2) working days following receipt of a notification
pursuant to sub-article (2), acknowledge receipt thereof in writing
Provided that when acknowledging receipt of the notification
provided in accordance with this sub-article, the competent authority
shall inform the proposed acquirer of the date of expiry of the
assessment period determined in accordance with sub-article (5).
(5) The competent authority shall assess the proposed acquisition
referred to in sub-article (2) and the information required pursuant to
the regulatory technical standards adopted by the European
Commission in conformity with Article 42(4) of the MiCA
Regulation, within sixty (60) working days of the date of the written
acknowledgement of receipt referred to in sub-article (4).
(6) When performing the assessment referred to in sub-article (5),
the competent authority may request from the proposed acquirer any
additional information that is necessary to complete such assessment
Provided that such requests shall be made in writing and shall
specify the additional information needed
Provided further that such requests shall be made before the
assessment is finalised, and in any case not later than fifty (50)
working days from the date of the written acknowledgement of receipt
referred to in sub-article (4).
(7) The competent authority shall suspend the assessment period
referred to in sub-article (5) until it has received the additional
information referred to in sub-article (6)
Provided that the suspension referred to in this sub-article
shall not exceed twenty (20) working days
Provided further that the competent authority may extend the
suspension referred to in this sub-article by up to thirty (30) working
days if the proposed acquirer is situated outside the European Union or
regulated in accordance with the law of a third country.
(8) Without prejudice to the provisions of sub-article (7), any
further requests by the competent authority for additional information
or for clarification of the information received shall not result in a
suspension of the assessment period set out in sub-article (5).
(9) Where the competent authority, upon completion of the
assessment referred to in sub-article (5), decides to oppose the
proposed acquisition referred to in sub-article (2), it shall notify the
proposed acquirer of its decisions, and provide the reasons for its
decision, within two (2) working days, and in any event before the
date referred to in sub-article (5) as extended, where applicable, in
accordance with the provisions of this article.
(10) Where the competent authority does not oppose the proposed
acquisition referred to in sub-article (2) before the date referred to in
sub-article (5) as extended, where applicable, in accordance with the
provisions of this article, the proposed acquisition shall be deemed to
be approved.
(11) The competent authority may set a maximum period for the
conclusion of the proposed acquisition referred to in sub-article (2),
and extend that maximum period when appropriate.
(1) When performing the assessment referred to in Article
41(4) of the MiCA Regulation and article 18(5), 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) of the MiCA Regulation and article 18(2) on the basis of all of
the following criteria
(a)
the reputation of the proposed acquirer;
(b) the reputation, knowledge, skills and experience of
any person who shall 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 shall
be able to comply and continue to comply with the provisions of
Title III of the MiCA Regulation and this Part; and
(e) whether there are reasonable grounds to suspect that,
in connection with the proposed acquisition, money laundering
or the funding of terrorism within the meaning of article 2(1) of
the Prevention of Money Laundering Act 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
referred to in Article 41(1) of the MiCA Regulation and article 18(2)
where there are reasonable grounds for doing so based on the criteria
set out in sub-article (1), or where the information provided in
accordance with Article 41(4) of the MiCA Regulation and article
18(5) is incomplete or false.
(3) The competent authority shall not examine the proposed
acquisition referred to in Article 41(1) of the MiCA Regulation and
article 18(2) in terms of the economic needs of the market.
(1) For the purposes of this article, "issuer of an asset-
referenced token" means an issuer of an asset-referenced token which
is a credit institution licensed under the Banking Act or a legal person
or other undertaking authorised under Article 21 of the MiCA
Regulation and article 11.
(2) The issuer of an asset-referenced token shall notify the
recovery plan drawn up in accordance with Article 46(1) of the MiCA
Regulation to the competent authority within six (6) months of the
date of authorisation pursuant to Article 21 of the MiCA Regulation
and article 11 or within (6) six months of the date of approval of the
crypto-asset white paper pursuant to Article 17 of the MiCA
Regulation and article 10.
(3) The competent authority shall require amendments to the
recovery plan referred to in sub-article (2) where necessary to ensure
its proper implementation and shall notify its decision requesting those
amendments to the issuer of the asset-referenced token within forty
(40) working days of the date of notification of such plan.
(4) The decision of the competent authority referred to in sub-
article (3) shall be implemented by the issuer of the asset-referenced
token within forty (40) working days of the date of notification of such
decision.
(5) The issuer of the asset-referenced token shall regularly review
and update the recovery plan.
(6) Where the issuer of the asset-referenced token fails to comply
with the requirements applicable to the reserve of assets as referred to
in Chapter 3 of Title III of the MiCA Regulation or, due to a rapidly
deteriorating financial condition, is likely in the near future to not be
able to comply with such requirements, the competent authority, in
order to ensure compliance with the applicable requirements, shall
have the power to require the said issuer to implement one or more of
the arrangements or measures set out in the recovery plan or to update
such a recovery plan when the circumstances are different from the
assumptions set out in the initial recovery plan and implement one or
more of the arrangements or measures set out in the updated plan
within a specific time frame.
(7) In the circumstances referred to in sub-article (6), the
competent authority shall have the power to temporarily suspend the
redemption of asset-referenced tokens, provided that the suspension
is justified while having regard to the interests of the holders of asset-
referenced tokens and financial stability.
(1) For the purposes of this article, "issuer of an asset- Notification of
referenced token" means an issuer of an asset-referenced token which the
plan.
is a credit institution licensed under the Banking Act or a legal person Cap. 371.
or other undertaking authorised under Article 21 of the MiCA
Regulation and article 11.
(2) The issuer of an asset-referenced token shall notify the
redemption plan drawn up in accordance with Article 47(1) and (2) of
the MiCA Regulation to the competent authority within six (6) months
of the date of authorisation pursuant to Article 21 of the MiCA
Regulation and article 11 or within six (6) months of the date of
approval of the crypto-asset white paper pursuant to Article 17 of the
MiCA Regulation and article 10.
(3) The competent authority shall require amendments to the
redemption plan referred to in sub-article (2) where necessary, to
ensure its proper implementation and shall notify its decision
requesting those amendments to the issuer of the asset-referenced
token within forty (40) working days of the date of notification of such
plan.
(4) The decision of the competent authority referred to in sub-
article (3) shall be implemented by the issuer of the asset-referenced
token within forty (40) working days of the date of notification of the
said decision.
(5) The issuer of the asset-referenced token shall regularly review
and update the redemption plan.
PART IV
E-MONEY TOKENS
The competent authority shall neither require prior approval
of crypto-asset white papers for e-money tokens, nor of any marketing
communications relating thereto, before their respective publication.
communications
(1) For the purposes of this article, "issuers of e-money
tokens" means issuers of e-money tokens which are licensed as a
credit institution under the Banking Act or as a financial institution
authorised to issue electronic money under the Financial Institutions
Act.
(2) Issuers of e-money tokens shall, at least forty (40) working
days before the date on which they intend to offer to the public such
e-money tokens or seek their admission to trading, notify the
competent authority of that intention.
(3) Issuers of e-money tokens shall notify their crypto-asset white
paper to the competent authority at least twenty (20) working days
before the date of its publication.
(4) Issuers of e-money tokens shall, together with the notification
of the crypto-asset white paper referred to in sub-article (3), provide
the competent authority with the information referred to in Article
109(4) of the MiCA Regulation.
(5) Without prejudice to the provisions of sub-article (3), where
the provisions of Article 48(5) of the MiCA Regulation apply, 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 of the said Regulation and
sub-articles (3) and (4).
(6) Marketing communications relating to an offer to the public
of an e-money token, or to the admission to trading of such e-money
token shall, upon request, be notified to the competent authority.
(1) For the purposes of this article, "issuer of an e-money Notification of
token" means an issuer of an e-money token which is licensed as a the
plan.
credit institution under the Banking Act or as a financial institution Cap.
371. authorised to issue electronic money under the Financial Institutions
Act.
(2) The issuer of an e-money token shall notify the recovery plan
drawn up in accordance with Article 46(1) of the MiCA Regulation,
as applicable pursuant to Article 55 of the said Regulation, to the
competent authority within six (6) months of the date of the offer to the
public or admission to trading of the e-money token.
(3) The competent authority shall require amendments to the
recovery plan referred to in sub-article (2) where necessary to ensure
its proper implementation and shall notify its decision requesting those
amendments to the issuer of an e-money token within forty (40)
working days of the date of notification of such plan.
(4) The decision of the competent authority referred to in sub-
article (3) shall be implemented by the issuer of the e-money token
within forty (40) working days of the date of notification of such
decision.
(5) The issuer of the e-money token shall regularly review and
update the recovery plan.
(6) Where the issuer of an e-money token fails to comply with the
applicable requirements under the MiCA Regulation or, due to a
rapidly deteriorating financial condition, is likely in the near future to
not be able to comply with those requirements, the competent authority
in order to ensure compliance with the applicable requirements, shall
have the power to require the said issuer to implement one or more of
the arrangements or measures set out in the recovery plan, or to update
such a recovery plan when the circumstances are different from the
assumptions set out in the initial recovery plan and implement one or
more of the arrangements or measures set out in the updated plan
within a specific time frame.
(7) In the circumstances referred to in sub-article (6), the
competent authority shall have the power to temporarily suspend the
redemption of e-money tokens, provided that the suspension is
justified while having regard to the interests of the holders of e-money
tokens and financial stability.
(1) For the purposes of this article, "issuer of an e-money
token" means an issuer of an e-money token which is licensed as a
credit institution under the Banking Act or as a financial institution
authorised to issue electronic money under the Financial Institutions
Act.
(2) The issuer of an e-money token shall notify the redemption
plan drawn up in accordance with Article 47(1) and (2) of the MiCA
Regulation, as applicable pursuant to Article 55 of the said Regulation,
to the competent authority within six (6) months of the date of the offer
to the public or admission to trading of the e-money token.
(3) The competent authority shall require amendments to the
redemption plan referred to in sub-article (2) where necessary to
ensure its proper implementation and shall notify its decision
requesting those amendments to the issuer of the e-money token within
forty (40) working days of the date of notification of such plan.
(4) The decision of the competent authority referred to in sub-
article (3) shall be implemented by the issuer of the e-money token
within forty (40) working days of the date of notification of such
decision.
(5) The issuer of the e-money token shall regularly review and
update the redemption plan.
PART V
CRYPTO-ASSET SERVICE PROVIDERS
(1) Without prejudice to the provisions of Article 61 of the
MiCA Regulation, a person shall not provide crypto-asset services in
Malta unless that person is
(a) a legal person or other undertaking that has been
authorised to act as a crypto-asset service provider in accordance
with Article 63 of the MiCA Regulation; or
(b) a credit institution, central securities depository,
investment firm, market operator, electronic money institution,
UCITS management company, or an alternative investment fund
manager that is allowed to provide crypto-asset services pursuant
to Article 60 of the MiCA Regulation.
(2) Without prejudice to sub-article (1), crypto-asset service
providers shall be allowed to provide crypto-asset services in Malta
either through the right of establishment, including through a branch,
or through the freedom to provide services
Provided that where Malta is the host Member State, crypto-
asset service providers that provide crypto-asset services in Malta shall
not be required to have a physical presence in Malta.
(1) The provisions of this article shall only apply where Provision of
crypto-asset
Malta is the home Member State.
services by
certain financial
entities.
(2) A credit institution may provide crypto-asset services if it
notifies the information referred to in sub-article (9) to the competent
authority at least forty (40) working days before providing such
services for the first time.
(3) A central securities depository authorised under Regulation
(EU) No. 909/2014 shall only provide the custody and administration
of crypto-assets on behalf of clients if it notifies the information
referred to in sub-article (9) to the competent authority at least forty
(40) working days before providing such service for the first time
Provided that for the purposes of this sub-article, the
provision of the custody and administration of crypto-assets on behalf
of clients shall be deemed equivalent to providing, maintaining or
operating securities accounts in relation to the settlement service
referred to in point (3) of Section B of the Annex to Regulation (EU)
No. 909/2014.
(4) An investment firm may provide crypto-asset services in
the European Union equivalent to the investment services and
activities for which it is specifically authorised under Directive 2014/
65/EU if it notifies to the competent authority the information referred
to in sub-article (9) at least forty (40) working days before providing
such services for the first time
Provided that for the purposes of this sub-article
(a) the provision of the custody and administration of
crypto-assets on behalf of clients shall be deemed equivalent to
the ancillary service as referred to in point (1) of Section B of
Annex I to Directive 2014/65/EU;
(b) the operation of a trading platform for crypto-assets
shall be deemed equivalent to the operation of a multilateral
trading facility and operation of an organised trading facility as
referred to in points (8) and (9) respectively, of Section A of
Annex I to Directive 2014/65/EU;
(c) the exchange of crypto-assets for funds and other
crypto-assets shall be deemed equivalent to dealing on own
account as referred to in point (3) of Section A of Annex I to
Directive 2014/65/EU;
(d) the execution of orders for crypto-assets on behalf of
clients shall be deemed equivalent to the execution of orders on
behalf of clients as referred to in point (2) of Section A of
Annex I to Directive 2014/65/EU;
(e) the placing of crypto-assets is deemed equivalent to
the underwriting or placing of financial instruments on a firm
commitment basis and placing of financial instruments without
a firm commitment basis as referred to in points (6) and (7)
respectively, of Section A of Annex I to Directive 2014/65/EU;
(f) the reception and transmission of orders for crypto-
assets on behalf of clients shall be deemed equivalent to the
reception and transmission of orders in relation to one or more
financial instruments as referred to in point (1) of Section A of
Annex I to Directive 2014/65/EU;
(g) providing advice on crypto-assets shall be deemed
equivalent to investment advice as referred to in point (5) of
Section A of Annex I to Directive 2014/65/EU; and
(h) providing portfolio management on crypto-assets
shall be deemed equivalent to management of investments as
referred to in point (4) of Section A of Annex I to Directive
2014/65/EU.
(5) An electronic money institution authorised in accordance with
D i rec ti ve 2009/110/EC sha ll only pr ovide t he c ustody a n d
administration of crypto-assets on behalf of clients and transfer
services for crypto-assets on behalf of clients with regard to the e-
money tokens it issues, if it notifies the competent authority w i t h
the information referred to in sub-article (9) at least forty (40)
working days before providing those services for the first time.
(6) A UCITS management company or an alternative investment
fund manager may provide crypto-asset services equivalent to the
management of portfolios of investment and non-core services for
which it is authorised i n a c c o r d a n c e w i t h Directive 2009/65/EC
or Directive 2011/61/EU if it notifies the competent authority with the
information referred to in sub-article (9) at least forty (40) working
days before providing those services for the first time
Provided that for the purposes of this sub-article
(a) the reception and transmission of orders for crypto-
assets on behalf of clients shall be deemed equivalent to the
reception and transmission of orders in relation to financial
instruments as referred to in point (b)(iii) of Article 6(4) of
Directive 2011/61/EU;
(b) providing advice on crypto-assets shall be deemed
equivalent to investment advice as referred to in point (b)(i) of
Article 6(4) of Directive 2011/61/EU and in point (b)(i) of
Article 6(3) of Directive 2009/65/EC;
(c) providing portfolio management on crypto-assets
shall be deemed equivalent to the services as referred to in point
(a) of Article 6(4) of Directive 2011/61/EU and in point (a) of
Article 6(3) of Directive 2009/65/EC.
(7) A market operator authorised in accordance with Directive
2014/65/EU may operate a trading platform for crypto-assets if it
notifies the competent authority with the information referred to in
sub-article (9) at least forty (40) working days before providing such
services for the first time.
(8) Notwithstanding the provisions of sub-articles (2) to (7), the
entities referred to in the said sub-articles shall not be required to
submit any information referred to in sub-article (9) that was
previously submitted by them to the competent authority where such
information would be identical
Provided that when submitting the information referred to in
sub-article (9), the entities referred to in sub-articles (2) to (7) shall
expressly state that any information that was submitted previously is
still up-to-date.
(9) Without prejudice to the provisions of Article 60(13) and
(14) of the MiCA Regulation, for the purposes of sub-articles (2) to
(7) the following information shall be notified to the competent
authority
(a)
a programme of operations setting out the types of
crypto-asset services that the applicant intends to provide,
including where and how those services are to be marketed;
(b)
a description of
(i) the internal control mechanisms, policies and
procedures to ensure compliance with the provisions of
national law transposing Directive (EU) 2015/849;
(ii) the risk assessment framework for the
management of money laundering and terrorist financing
risks; and
(iii) the business continuity plan;
(c) the technical documentation of the ICT systems and
security arrangements, and a description thereof in non-
technical language;
(d) a description of the procedure for the segregation of
clients’ crypto-assets and funds;
(e) a description of the custody and administration
policy, where it is intended to provide custody and administration
of crypto-assets on behalf of clients;
(f) a description of the operating rules of the trading
platform and of the procedures and system to detect market
abuse, where it is intended to operate a trading platform for
crypto-assets;
(g) a description of the non-discriminatory commercial
policy governing the relationship with clients as well as a
description of the methodology for determining the price of the
crypto-assets they propose to exchange for funds or other crypto-
assets, where it is intended to exchange crypto-assets for funds or
other crypto-assets;
(h) a description of the execution policy, where it is
intended to execute orders for crypto-assets on behalf of clients;
(i) evidence that the natural persons giving advice on
behalf of the applicant or managing portfolios on behalf of the
applicant have the necessary knowledge and expertise to fulfil
their obligations, where it is intended to provide advice on
crypto-assets or provide portfolio management on crypto-assets;
(j)
whether the crypto-asset service relates to asset-
referenced tokens, e-money tokens or other crypto-assets; and
(k) information on the manner in which such transfer
services shall be provided, where it is intended to provide
transfer services for crypto-assets on behalf of clients.
(10) The competent authority shall, within twenty (20) working
days of receipt of such notification as referred to in sub-articles (2) to
(7), assess whether all required information has been provided.
(11) Where the competent authority concludes that a notification
as referred to in sub-articles (2) to (7) is not complete, it shall
immediately inform the notifying entity thereof and set a deadline by
which that entity is required to provide the missing information
Provided that the deadline for providing any missing
information shall not exceed twenty (20) working days from the date
of the request and, until the expiry of the said deadline, each period as
set out in sub-articles (2) to (7) shall be suspended
Provided further that the crypto-asset service provider shall
not begin providing the crypto-asset services as long as the notification
referred to in sub-articles (2) to (7) is incomplete.
(12) Without prejudice to sub-article (11), any further request by
the competent authority for completion or clarification of the
information provided in terms of this article, shall be at its discretion
but shall not result in a suspension of the period set out in sub-articles
(2) to (7).
(1) The provisions of this article shall only apply where Application for
authorisation.
Malta is the home Member State.
(2) Legal persons or other undertakings that intend to provide
crypto-asset services shall submit their application for an authorisation
to act as a crypto-asset service provider to the competent authority.
(3) The application referred to in sub-article (2) shall contain all
of the following information
(a) the name, including the legal name and any other
commercial name used, the legal entity identifier of the
applicant, the website operated by such applicant, a contact
email address, a contact telephone number and its physical
address;
(b)
the legal nature of the applicant;
(c) the articles of association of the applicant, where
applicable;
(d) a programme of operations, setting out the types of
crypto-asset services that the applicant intends to provide,
including where and how those services are to be marketed;
(e) proof that the applicant meets the requirements for
prudential safeguards set out in Article 67 of the MiCA
Regulation;
(f) a description
of
the
applicant’s
governance
arrangements;
(g) proof that members of the management body of the
applicant are of sufficiently good repute and possess the
appropriate knowledge, skills and experience to manage such
provider;
(h) the identity of any shareholders and members,
whether direct or indirect, that have qualifying holdings in the
applicant and the amounts of those holdings, as well as proof
that those persons are of sufficiently good repute;
(i) a description of the applicant’s internal control
mechanisms, policies and procedures to identify, assess and
manage risks, including money laundering and terrorist
financing risks, and business continuity plan;
(j) the technical documentation of the ICT systems and
security arrangements, and a description thereof in non-
technical language;
(k) a description of the procedure for the segregation of
clients’ crypto-assets and funds;
(l) a description of the applicant’s complaints-handling
procedures;
(m) where the applicant intends to provide custody and
administration of crypto-assets on behalf of clients, a description
of the custody and administration policy;
(n) where the applicant intends to operate a trading
platform for crypto-assets, a description of the operating rules
of the trading platform and of the procedure and system to detect
market abuse;
(o) where the applicant intends to exchange crypto-
assets for funds or other crypto-assets, a description of the
commercial policy, which shall be non-discriminatory, governing
the relationship with clients as well as a description of the
methodology for determining the price of the crypto-assets that
the applicant crypto-asset service provider proposes to exchange
for funds or other crypto-assets;
(p) where the applicant intends to execute orders for
crypto-assets on behalf of clients, a description of the execution
policy;
(q) where the applicant intends to provide advice on
crypto-assets or portfolio management of crypto-assets, proof
that the natural persons giving advice on behalf of the applicant
crypto-asset service provider or managing portfolios on behalf
of the applicant have the necessary knowledge and expertise to
fulfil their obligations;
(r) where the applicant intends to provide transfer
services for crypto-assets on behalf of clients, information on
the manner in which such transfer services shall be provided; and
(s) the type of crypto-asset to which the crypto-asset
service relates
Provided that for the purposes of paragraphs (g) and (h), an
applicant shall provide proof of all of the following
(a) for all members of the management body of the
applicant, the absence of a criminal record in respect of
convictions and the absence of penalties imposed in accordance
with 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 collectively possess the appropriate knowledge, skills
and experience to manage the crypto-asset service provider and
that such persons are required to commit sufficient time to
perform their duties; and
(c) for all shareholders and members, whether direct or
indirect, that have qualifying holdings in the applicant, the
absence of a criminal record in respect of convictions or the
absence of penalties imposed in accordance with 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.
(4) Notwithstanding the provisions of sub-articles (2) and (3), the
competent authority shall not require an applicant to provide any
information referred to in sub-article (3) that it has already received
under the respective authorisation procedures in accordance with the
Financial Institutions Act or the Investment Services Act, or pursuant
to national law applicable to crypto-asset services prior to 29 June
2023, provided that such previously submitted information or
documents are still up-to-date.
(5) The competent authority shall immediately, and in any event
within five (5) working days of receipt of an application referred to in
sub-article (2), acknowledge receipt thereof in writing to the applicant.
(6) The competent authority shall, within twenty-five (25)
working days of receipt of an application referred to in sub-article (2),
assess whether that application is complete by verifying that the
information referred to in sub-article (3) has been submitted
Provided that where the application is not complete, the
competent authority shall set a deadline by which the applicant shall
provide any missing information.
(7) The competent authority may refuse to review an application
referred to in sub-article (2) when such application remains incomplete
after the expiry of the deadline set by it in accordance with sub-article
(6).
(8) Once an application is complete, the competent authority shall
immediately notify the applicant thereof.
(9) The competent authority shall, within forty (40) working days
from the date of receipt of a complete application, assess whether the
applicant complies with the requirements of Title V of the MiCA
Regulation and the provisions of this Part, and shall take a fully
reasoned decision granting or refusing an authorisation to act as a
crypto-asset service provider
Provided that the competent authority shall notify the
applicant of its decision within five (5) working days of the date of
such decision
Provided further that the assessment referred to in this sub-
article shall take into account the nature, scale and complexity of the
crypto-asset services that the applicant intends to provide.
(10) The competent authority may, during the assessment period
provided for in sub-article (9), and not later than the twentieth (20th)
working day of the said period, request any further information that
is necessary to complete the assessment referred to in sub-article (6)
Provided that such request shall be made in writing to the
applicant and shall specify the additional information needed.
(11) The assessment period referred to in sub-article (9) shall be
suspended for the period between the date of request for missing
information by the competent authority and the receipt by it of a
response thereto from the applicant
Provided that suspension referred to in this sub-article shall
not exceed twenty (20) working days.
(12) Without prejudice to the provisions of sub-article (11), any
further requests by the competent authority for completion or
clarification of the information provided in terms of this article, shall
be at its discretion but shall not result in a suspension of the assessment
period set out in sub-article (9).
(13) In granting an authorisation under this article, the competent
authority may impose on the crypto-asset service provider such
conditions as it may deem appropriate and, when having granted
such an authorisation it may, from time to time, vary or revoke any
condition so imposed or impose new conditions.
(14) An authorisation granted in a cc or danc e wit h Article 63
of the MiCA Regulation and this article shall specify the crypto-asset
services that the crypto-asset service provider, to which such
authorisation was granted, is authorised to provide.
(15) Where a crypto-asset service provider to which an
authorisation was granted under Article 63 of the MiCA Regulation
and this article intends to provide crypto-asset services additional to
those which it is authorised to provide, it shall submit a request to the
competent authority for an extension of the authorisation granted to it,
by complementing and updating the information referred to in Article
62 of the MiCA Regulation and this article
Provided that the request for extension shall be processed in
accordance with Article 63 of the MiCA Regulation and this article.
(1) Where an applicant operates establishments or relies on
third parties established in high-risk third countries identified pursuant
to Article 9 of Directive (EU) 2015/849, the competent authority shall
ensure that the applicant complies with the provisions of regulations
12(2), 6(3) and 6(4) of the Prevention of Money Laundering and
Funding of Terrorism Regulations before granting or refusing an
authorisation to act as a crypto-asset service provider in accordance
with the provisions of the MiCA Regulation and this Act.
(2) Before granting or refusing an authorisation to act as a
crypto-asset service provider in accordance with the provisions of the
MiCA Regulation and this Act, the competent authority shall ensure
that the applicant complies with the provisions of regulation 11(10)
and (12) of the Prevention of Money Laundering and Funding of
Terrorism Regulations, where applicable.
(3) The competent authority shall refuse to grant an authorisation
under Article 63 of the MiCA Regulation and article 28 where there
are objective and demonstrable grounds that
(a) the management body of the applicant poses 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, or exposes the
applicant to a serious risk of money laundering or terrorist
financing;
(b) the members of the management body of the
applicant do not meet the criteria set out in Article 68(1) of the
MiCA Regulation;
(c) the shareholders or members, whether direct or
indirect, that have qualifying holdings in the applicant do not
meet the criteria of sufficiently good repute set out in Article
68(2) of the MiCA Regulation; and, or
(d) the applicant fails to meet or is likely to fail to meet
any of the requirements of Title V of the MiCA Regulation and
this Part.
(4) Without prejudice to the provisions of sub-article (3), the
competent authority shall also refuse to grant an authorisation under
Article 63 of the MiCA Regulation and article 28 where
(a) there exist close links between the applicant and
other natural or legal persons and the said links prevent the
effective exercise of their supervisory functions; and, or
(b) the laws, regulations or administrative provisions of
a third country governing one or more natural or legal persons
with which the applicant has close links, or any difficulties
involved in their enforcement, prevent the effective exercise of
its supervisory functions.
(1) The competent authority shall withdraw an authorisation Withdrawal of
granted to a crypto-asset service provider under Article 63 of the authorisation.
MiCA Regulation and article 28 in any of the following situations
(a) the crypto-asset service provider has not used its
authorisation within twelve (12) months of the date of the
authorisation;
(b) the crypto-asset service provider has expressly
renounced its authorisation;
(c) the crypto-asset service provider has not provided
crypto-asset services for nine (9) consecutive months;
(d) the crypto-asset service provider has obtained its
authorisation by irregular means, such as by making false
statements in its application for authorisation;
(e) the crypto-asset service provider no longer meets the
conditions under which the authorisation was granted and has
not taken the remedial action requested by the competent
authority within the specified time frame;
(f) the crypto-asset service provider fails to have in
place effective systems, procedures and arrangements to detect
and prevent money laundering and terrorist financing in
accordance with Directive (EU) 2015/849 as transposed in
national law; and, or
(g) the crypto-asset service provider has seriously
infringed the provisions of the MiCA Regulation, this Act and,
or any regulations made and, o r Rules issued thereunder,
including the provisions relating to the protection of holders of
crypto-assets or of clients of crypto-asset service providers, or
market integrity.
(2) Without prejudice to the provisions of sub-article (1), the
competent authority may withdraw an authorisation granted to a
crypto-asset service provider under Article 63 of the MiCA Regulation
and article 28 in any of the following situations
(a)
the crypto-asset service provider has infringed the
provisions of national law transposing Directive (EU) 2015/849;
and, or
(b) the crypto-asset service provider has lost its
authorisation as a payment institution or its authorisation as an
electronic money institution, and such crypto-asset service
provider has failed to remedy the situation within forty (40)
calendar days.
(3) Without prejudice to the provisions of sub-articles (1) and (2),
the competent authority may limit the withdrawal of an authorisation
granted to a crypto-asset service provider under Article 63 of the
MiCA Regulation and article 28 to a particular crypto-asset service.
(1)
Where the competent authority proposes to
(a) refuse an application for authorisation submitted to
the competent authority in accordance with Article 62 of the
MiCA Regulation and article 28 or to withdraw the authorisation
granted to a crypto-asset service provider under Article 63 of the
MiCA Regulation and article 28; or
(b) vary any condition to which an authorisation granted
under Article 63 of the MiCA Regulation and article 28 is
subject to or to impose a condition thereon, it shall give the
applicant or the issuer of an asset-referenced token, as
applicable, notice in writing of its intention to do so, while
setting out the reasons for the decision it proposes to take.
(2) Every notice given under sub-article (1) shall state that the
recipient of the notice may, within such reasonable period after the
service thereof as may be stated in the notice, make representations in
writing to the competent authority giving reasons why the proposed
decision should not be taken, and the competent authority shall
consider any representation so made before arriving at a final decision.
(3) Subject to the provisions of Article 63 of the MiCA
Regulation and article 28, the competent authority shall as soon as
practicable notify its final decision in writing to any of the persons to
whom notice is to be given under sub-article (1).
(1) Where Malta is the home Member State, a crypto-asset
service provider that intends to provide crypto-asset services in a
Member State other than Malta shall submit the following information
to the competent authority
(a) a list of the Member States in which the crypto-asset
service provider intends to provide crypto-asset services;
(b) the crypto-asset services that the crypto-asset service
provider intends to provide on a cross-border basis;
(c) the starting date of the intended provision of the
crypto-asset services; and
(d) a list of all other activities provided by the crypto-
asset service provider not covered by the MiCA Regulation and
this Act.
(2) The competent authority shall, within ten (10) working days
of rec e ipt of t he informa tion ref erre d to in sub- articl e (1),
communicate the said information to the single points of contact of the
host Member States, to ESMA and to the EBA.
(3) The competent authority shall inform the crypto-asset service
provider concerned of the communication referred to in sub-article (2)
without delay.
(4) The crypto-asset service provider may begin to provide
crypto-asset services in a Member State other than Malta from the date
of receipt of the communication referred to in sub-article (3) or at the
latest from the fifteenth (15 th ) calendar day after having submitted the
information referred to in sub-article (1).
(1)
For the purposes of this article
Assessment of
proposed
acquisitions of
(a) "proposed acquirer" means any natural or legal
crypto-asset
service
persons or such persons acting in concert who intend to acquire,
providers.
directly or indirectly, a qualifying holding in a crypto-asset
service provider; and
(b) "crypto-asset service provider" means a legal person
or other undertaking authorised under Article 63 of the MiCA
Regulation and article 28, a credit institution licensed under the
Banking Act, a central securities depository authorised under Cap. 371.
the Financial Markets Act, a financial institution authorised to Cap. 345.
issue electronic money under the Financial Institutions Act, or a Cap. 376.
person licensed as an investment services licence holder under
the Investment Services Act.
(2) Any natural or legal persons or such persons acting in concert
who intend to acquire, directly or indirectly, a qualifying holding in a
crypto-asset service provider 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 twenty per cent (20%), thirty per
cent (30%) or fifty per cent (50%), or so that the crypto-asset
provider would become its subsidiary, shall notify the competent
authority thereof in writing, indicating the size of the intended holding
and the information required by the regulatory technical standards
adopted by the European Commission in accordance with Article 42(4)
of the MiCA Regulation.
(3) Any natural or legal person who has taken a decision to
dispose, directly or indirectly, of a qualifying holding in a crypto-
asset service provider shall, prior to disposing of such holding, notify
in writing the competent authority of its decision and indicate the size
of such holding
Provided that any such person as referred to in this sub-article
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 ten per cent (10%),
twenty per cent (20%), thirty per cent (30%), or fifty per cent (50%),
or so that the crypto-asset service provider would cease to be that
person’s subsidiary.
(4) The competent authority shall, promptly and in any event
within two (2) working days following receipt of a notification in
accordance with sub-article (2), acknowledge receipt thereof in
writing
Provided that when acknowledging receipt of the notification
provided in accordance with this sub-article, the competent authority
shall inform the proposed acquirer of the date of expiry of the
assessment period determined in accordance with the provisions of
sub-article (5).
(5) The competent authority shall assess the proposed acquisition
referred to in sub-article (2) and the information required pursuant to
the regulatory technical standards adopted by the European
Commission in accordance with Article 84(4) of the MiCA
Regulation, within sixty (60) working days of the date of the written
acknowledgement of receipt referred to in sub-article (4).
(6) When performing the assessment referred to in sub-article (5),
the competent authority may request from the proposed acquirer any
additional information that is necessary to complete that assessment
Provided that such requests shall be made in writing and shall
specify the additional information needed
Provided further that such requests shall be made before the
assessment is finalised, and in any case no later than fifty (50) working
days from the date of the written acknowledgement of receipt referred
to in sub-article (4).
(7) The competent authority shall suspend the assessment period
referred to in sub-article (5) until it has received the additional
information referred to in sub-article (6)
Provided that the suspension referred to in this sub-article
shall not exceed twenty (20) working days
Provided further that the competent authority may extend the
suspension referred to in this sub-article by up to thirty (30) working
days if the proposed acquirer is situated outside the European Union or
regulated under the law of a third country.
(8) Without prejudice to the provisions of sub-article (7), any
further requests by the competent authority for additional information
or for clarification of the information received shall not result in a
suspension of the assessment period set out in sub-article (5).
(9) Where the competent authority, upon completion of the
assessment referred to in sub-article (5), decides to oppose the
proposed acquisition referred to in sub-article (2), it shall notify the
proposed acquirer of its decisions, and provide the reasons for its
decision, within two (2) working days, and in any event before the
date referred to in sub-article (5) as extended, where applicable, in
accordance with the provisions of this article.
(10) Where the competent authority does not oppose the proposed
acquisition referred to in sub-article (2) before the date referred to in
sub-article (5) as extended, where applicable, in accordance with the
provisions of this article, the proposed acquisition shall be deemed to
be approved.
(11) The competent authority may set a maximum period for the
conclusion of the proposed acquisition referred to in sub-article (2) and
extend such maximum period where appropriate.
(1) When performing the assessment referred to in Article Refusal of
83(4) of the MiCA Regulation and article 33(5), the competent proposed
acquisitions of
authority shall appraise the suitability of the proposed acquirer and crypto-asset
service
the financial soundness of the proposed acquisition referred to in providers.
Article 83(1) of the MiCA Regulation and article 33(2) against all of
the following criteria
(a)
the reputation of the proposed acquirer;
(b) the reputation, knowledge, skills and experience of
any person who is to direct the business of the crypto-asset
provider 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 crypto-asset service provider in which
the acquisition is proposed;
(d) whether the crypto-asset service provider will be able
to comply and continue to comply with the provisions of Title V
of the MiCA Regulation and this Part; and
(e) whether there are reasonable grounds to suspect that,
in connection with the proposed acquisition, money laundering
or the funding of terrorism within the meaning of article 2(1) of
the Prevention of Money Laundering Act 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
referred to in Article 83(1) of the MiCA Regulation and article 33(2)
where there are reasonable grounds for doing so based on the criteria
set out in sub-article (1) or where the information provided in
accordance with Article 83(4) of the MiCA Regulation and article
33(5) is incomplete or false.
(3) The competent authority shall not examine the proposed
acquisition referred to in Article 83(1) of the MiCA Regulation and
article 33(2) in terms of the economic needs of the market.
PART VI
PREVENTION AND PROHIBITION OF MARKET ABUSE
(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 of the MiCA Regulation 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
Provided that 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
Provided further that issuers, offerors and persons seeking
admission to trading shall post and maintain on their website, for a
period of at least five (5) 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 of the MiCA Regulation
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;
and
(c) issuers, offerors or persons seeking admission to
trading are able to ensure the confidentiality of such information.
(3) Where an issuer, offeror or a person seeking admission to
trading has delayed the disclosure of inside information in accordance
with sub-article (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 sub-article (2) were met,
immediately after the information is disclosed to the public.
(4)
The provisions of this article shall only apply
(a) with respect to issuers, offerors and persons seeking
admission to trading of crypto-assets other than asset-referenced
tokens or e-money tokens when Malta is the home Member
State;
(b) with respect to issuers, offerors and persons seeking
admission to trading of asset-referenced tokens being credit
institutions licensed as such under the Banking Act or persons Cap. 371.
authorised under Article 21 of the MiCA Regulation and article
11; and
(c) with respect to issuers, offerors and persons seeking
admission to trading of e-money tokens being credit institutions
licensed as such under the Banking Act or financial institutions Cap. 371.
authorised to issue electronic money under the Financial Cap. 376.
Institutions Act.
(1) Any person professionally arranging or executing Prevention and
t r a n s a c t i o ns i n cr y pt o - a s s e t s s h a l l h a v e i n p l a c e e ff e c t i v e detection
market abuse.
arrangements, systems and procedures to prevent and detect market
abuse.
(2) Any such person as referred to in sub-article (1) having its
registered office or its head office in Malta, or if it is a branch situated
in Malta, shall be subject to any applicable notification requirements
established in national law, including this Act and any regulations
made and Rules issued thereunder, and shall without delay report to the
competent authority any reasonable suspicion regarding an order or
transaction, including any cancellation or modification thereof, and
other aspects of the functioning of the distributed ledger technology
such a s the cons ensus mechanism, whe re there might e xist
circumstances indicating that market abuse has been committed, is
being committed or is likely to be committed.
(3) When receiving a report of suspicious orders or transactions
in accordance with sub-article (2), the competent authority shall
transmit such information immediately to the competent authorities of
the trading platforms concerned.
PART VII
REGULATORY AND INVESTIGATIVE POWERS
(1) The Minister, acting on the advice of the competent
authority, may make regulations to give effect to the provisions of this
Act, and without prejudice to the generality of the foregoing may, by
such regulations, in particular, do any of the following
(a) provide for and regulate the payment by any person
or body, as the case may be, of authorisation or other fees and
such other charges payable to the competent authority in respect
of any matter provided for, by or under the MiCA Regulation,
this Act and any regulations made, and Rules issued thereunder,
including the fees and charges in respect of any permission,
licence, authorisation, exemption or other benefit, as well as any
fees and charges in respect of the competent authority’s
regulatory, supervisory or investigative functions under the
MiCA Regulation, this Act and any regulations made, and Rules
issued thereunder, as may be prescribed;
(b) exempt any person, service or activity from any one
or more of the provisions of the MiCA Regulation and, or this
Act, subject to such variations, additions, adaptations and
modifications as may be prescribed and subject to such
conditions or other requirements, including other forms of
authorisation and notification procedures, as may be prescribed;
(c) transpose, implement and give effect to the
provisions and requirements of the MiCA Regulation;
(d) transpose, implement and give effect to the
provisions and requirements of European Union Directives,
European Union Regulations and any other legislative measures
of the European Union requiring transposition and, or
implementation, as they may be amended from time to time,
including any implementing measures that have been, or may be
issued thereunder and relating to authorised persons and others
as may be specified therein. Regulations made under this
paragraph, and strictly related to transpositions or
implementations as aforesaid, may provide that any provision of
this Act or of any other law shall not apply to matters falling
under such regulations, and that insofar as any of the provisions
of the regulations are inconsistent with the provisions of this
Act or of any other law, such provisions in any such
regulations shall prevail;
(e) assign powers and functions to the competent
authority for the purposes of the MiCA Regulation and this Act,
and provide for the exercise of such powers and the performance
of such functions;
(f) provide for the establishment and imposition of
administrative penalties and other administrative measures that
the competent authority may impose on crypto-asset service
providers, issuers, offerors, persons seeking admission to trading
and any other persons as may be specified therein;
(g) prescribe that a breach of any regulations made under
this Act may amount to a criminal offence as may be specified,
and such regulations may impose punishments in respect of any
breach, consisting of a fine (multa) not exceeding five million euro
(€5,000,000) or imprisonment for a term not exceeding six (6)
years or both such fine and imprisonment in the case of a natural
person; and a fine (multa) not exceeding fifteen million euro
(€15,000,000) in the case of a legal person; and a higher fine
(multa) may be imposed on such natural or legal person, as the
case may be, where deemed necessary or appropriate for any
breach or failure of compliance with any European Union
Directive or European Union Regulation or with any regulations
made under this article to transpose or to give effect to any
European Union Directive or European Union Regulation;
(h)
prescribe anything which may be prescribed; and
(i) provide for any matter incidental to, or connected
with any of the above stipulated paragraphs.
(2) Regulations made under this article may be made subject to
such exemptions or conditions as may be specified therein, may make
different provision for different cases, circumstances or purposes and
may give to the competent authority such powers and, or functions of
adaptation of the regulations as may also be so specified.
(3) Where regulations have been made in terms of this article, the
competent authority may issue Rules for the better carrying out and
implementation of the provisions of any regulations made in
accordance with this Act.
(4) Regulations made under this Act and any amendment or
revocation of such regulations, may be published in the English
language only.
(5) The exercise of any of the powers assigned under this article
shall be subject to any obligations or rights arising from Malta’s
international commitments.
(1) The competent authority may, from time to time, issue,
publish, amend or revoke Rules which shall be binding on all persons
authorised by it or falling under its regulatory or supervisory functions,
or any other persons, as may be specified therein.
(2) Without prejudice to the generality of sub-article (1), Rules
issued by the competent authority may
(a) lay down additional requirements and conditions in
relation to persons authorised by it, seeking its approval, or
falling under the regulatory or supervisory functions of the
competent authority, their activities, the conduct of their
business, their relations with customers, the public and other
parties, their responsibilities to the competent authority, reporting
requirements, financial and other resources and related
requirements, and any other matters as the competent authority
may consider appropriate;
(b) provide for the statements and notices that shall be
made or given for any purposes in regard to which the competent
authority exercises supervisory or regulatory functions and the
form and contents thereof;
(c)
prescribe the information that such persons are to
submit to the competent authority;
(d) transpose, implement and give effect to the
provisions and requirements of the MiCA Regulation;
(e) transpose, implement and give effect to the
provisions and requirements of European Union legislation and
any other legislative measures of the European Union requiring
transposition and, or implementation, as they may be amended
from time to time, including any implementing measures that
have been, or may be issued thereunder and relating to
authorised persons and others as may be specified therein; and,
or
(f) regulate any matter that is incidental to, or connected
with any of the matters mentioned above as the competent
authority may consider appropriate in the performance of its
functions.
(3) Rules may be made subject to such exemptions or conditions
as may be specified therein, may make different provision for different
cases, circumstances or purposes and may give to the competent
authority such powers of adaptation of the Rules as may also be so
specified.
(1) Without prejudice to any other powers conferred to the Power to issue
competent authority by this Act or by any other law, the competent directives.
authority may, whenever it deems necessary, give by notice in writing
such directives as it may deem appropriate in the circumstances, and
any person to whom the notice is given shall observe, comply with
and otherwise give effect to any such directive within the time and in
the manner stated in the directive or subsequent directives
Provided that the competent authority may give any such
directive even when an authorised person, for whatever reason, ceases
to be so authorised in accordance with this Act
Provided further that any directive given in accordance
with this article shall, unless the competent authority otherwise directs,
continue to apply even when an authorised person, for whatever
reason, ceases to be so authorised in accordance with this Act.
(2) The power to issue directives under this article shall also
include the power to vary, alter, add to or withdraw any directive, as
well as the power to issue subsequent new directives.
(3) Where the competent authority is satisfied that the
circumstances so warrant, it may at any time make public any directive
it has given in accordance with this article.
(1)
The competent authority may, at any time and by Power to require
notice in writing, require the persons referred to in sub-article (2) to information.
do all or any of the following
(a)
to furnish to the competent authority, at such time
and place and in such form as it may specify, such information
and, or documentation as it may require, including the power to
require existing telephone and data traffic records;
(b) to furnish to the competent authority any information
and, or documentation as it may require verified in such manner
as it may specify;
(c) to appear before the competent authority, or before a
person appointed by it, at such time and place as it may specify,
to reply to questions and provide such information and, or
documentation as it may require; and, or
(d) to provide the competent authority any assistance
which it may require and which that person is reasonably able to
provide.
(2) The following persons may be required by the competent
authority to provide information, documentation and, or assistance as
specified in sub-article (1)
(a) crypto-asset service providers, issuers, offerors and
persons seeking admission to trading;
(b) the natural and, or legal persons that control any
person referred to in paragraph (a) or are controlled by such
person, both in the past and present, as well as past and present
directors, managers, auditors, officers and other employees of
such person, and any third party providing a service to such
person;
(c) any person who is successively involved in the
transmission of orders or conduct of the operations concerned,
as well as their principals; and, or
(d) any other person who appears to be in possession of
any relevant information.
(3) A natural or legal person making information available to the
competent authority in accordance with this article shall not be
considered to be infringing 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 the
provision of such information and, or documentation.
(4) The competent authority may require, make and, or retain
copies of any document furnished, provided or to which it has access
in accordance with this article.
(5) Where the person required to provide information and, or
documentation under this article does not have the relevant
information and, or documentation, such person shall disclose to the
competent authority where, to the best of his knowledge, that
information and, or documentation can be found, and the competent
authority may require any person, whether indicated as aforesaid or
otherwise, who appears to the said authority to be in possession of such
information and, or documentation to provide it as requested.
(6) A declaration made, and documentation provided, in
accordance with any requirement under this article may be used in
evidence against the person making the declaration or providing the
documentation as well as against any person to whom they relate.
(7) The provisions of this article shall not apply to information
and, or documentation which is privileged in accordance with the
provisions of article 642 of the Criminal Code.
(8) Where the competent authority has appointed a representative
under sub-article (1)(c), such person shall, for the purposes of carrying
out his functions under his appointment, have all the powers and
functions conferred on the competent authority by this article and a
requirement imposed by such person shall be deemed to be and have
the same force and effect as a requirement imposed by the competent
authority.
(1) The competent authority may, whenever it deems it Powers to
necessary or expedient, appoint an inspector to investigate and report appoint
inspectors.
on the affairs of any persons referred to in article 40(2).
(2)
An inspector appointed under sub-article (1)
(a) may, if he deems it necessary or expedient for the
purposes of an investigation, investigate the affairs of any person
mentioned in sub-article (1);
(b) shall have and may exercise all the powers conferred
on the competent authority by article 40, and any requirement
imposed by the said inspector shall be deemed to be and have
the same force and effect as a requirement of the competent
authority; and
(c) may, and if so directed by the competent authority
shall, prepare and submit interim reports and, on the conclusion
of the investigation, a final report to the competent authority.
(3) In appointing an inspector under sub-article (1), the competent
authority may direct that the investigation shall be carried out within
such time and shall be limited to such specific or general matters as the
competent authority may deem fit.
(4) For the purposes of this article, the inspectors may include an
advocate, a person authorised to carry out the profession of accountant
or auditor in accordance with the Accountancy Profession Act, or a
person considered by the competent authority as possessing suitable
expertise to exercise such function.
(5) The competent authority shall have the power to order that all
expenses of, and incidental to an investigation carried out in
accordance with this article shall be paid by the persons referred to in
sub-article (1).
(1) Any officer, employee or agent of the competent
authority, on producing evidence of his authority, if required, shall
have the power to enter any premises, other than the private residences
of natural persons, occupied by a person on whom a notice has been
served in accordance with article 40 or whose affairs are being
investigated in accordance with article 41, for the purpose of obtaining
therefrom the information or documents required by such notice, or for
the purpose of carrying out on-site inspections or investigations, and
of exercising any of the powers conferred by the said articles
Provided that the right of entry under this sub-article shall
also apply to private residences of natural persons where such entry is
necessary for the competent authority to fulfil its duties under Title
VI of the MiCA Regulation and Part VI.
(2) Where any officer, employee or agent of the competent
authority has cause to believe that if the notice referred to in article 40
were to be served, it would not be complied with, or that any
documents to which it may relate would be removed, tampered with
or destroyed, such officer, employee or agent shall have the power, on
producing evidence of his authority, if required, to enter any premises
in accordance with sub-article (1) for the purpose of obtaining any
information or documents specified in the authority, being information
or documents that may have been required in accordance to such
notice as referred to in article 40.
(3) For the purposes of any action taken in accordance with the
provisions of this article, the competent authority may request the
assistance of the Commissioner of Police, who may for such purpose
exercise such powers as are vested in him by law.
(1) Without prejudice to any other power conferred upon it
by the MiCA Regulation, this Act or any other law, the competent
authority shall have the following powers
(a) to suspend, or to require a crypto-asset service
provider to suspend the provision of crypto-asset services for a
maximum of thirty (30) consecutive working days on any single
occasion where there are reasonable grounds for suspecting any
of the provisions of the MiCA Regulation, this Act or any
regulations made, or Rules issued thereunder have been
breached;
(b) to prohibit the provision of crypto-asset services
where the competent authority finds that any of the provisions
of the MiCA Regulation, this Act or any regulations made, or
Rules issued thereunder have been breached;
(c) 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;
(d) to make public the fact that a crypto-asset service
provider failed or fails to fulfil its obligations;
(e) to suspend, or to require a crypto-asset service
provider to suspend the provision of crypto-asset services where
the competent authority considers 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;
(f) 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 of the MiCA Regulation and article 30, subject
to the agreement of the clients and the crypto-asset service
provider to which the contracts are to be transferred;
(g) 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;
(h) 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, Article 19 or Article 51 of the MiCA
Regulation, as applicable;
(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 marketing communications,
where they find that the marketing communications do not
comply with the requirements set out in Article 7, Article 29 or
Article 53 of the MiCA Regulation, as applicable;
(j) 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;
(k) to suspend an offer to the public or an admission to
trading of crypto-assets for a maximum of thirty (30)
consecutive working days on any single occasion where there
are reasonable grounds for suspecting that any of the provisions
of the MiCA Regulation, this Act or any regulations made, or
Rules issued thereunder have been breached;
(l) to prohibit an offer to the public or an admission to
trading of crypto-assets where the competent authority finds
that any of the provisions of the MiCA Regulation, this Act or
any regulations made, or Rules issued thereunder have been
breached or where there are reasonable grounds for suspecting
that they are going to be breached;
(m) 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 thirty (30) consecutive
working days on any single occasion where there are reasonable
grounds for suspecting that any of the provisions of the MiCA
Regulation, this Act or any regulations made, or Rules issued
thereunder have been breached;
(n) to prohibit trading of crypto-assets on a trading
platform for crypto-assets where the competent authority finds
that any of the provisions of the MiCA Regulation, this Act or
any regulations made, or Rules issued thereunder have been
breached or where there are reasonable grounds for suspecting
that they are going to be breached;
(o)
to suspend or prohibit marketing communications
where there are reasonable grounds for suspecting that any of
the provisions of the MiCA Regulation, this Act or any
regulations made, or Rules issued thereunder have been
breached;
(p) 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 thirty
(30) consecutive working days on any single occasion where
there are reasonable grounds for suspecting that any of the
provisions of the MiCA Regulation, this Act or any regulations
made, or Rules issued thereunder have been breached;
(q) 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 the MiCA Regulation, this Act or any
regulations made, or Rules issued thereunder;
(r) 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, 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;
(s) 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 the competent
authority considers 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;
(t) 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 of the MiCA Regulation and articles
5 to 7, to order the immediate cessation of the activity without
prior warning or imposition of a deadline;
(u) 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 the MiCA Regulation,
this Act and any regulations made, and Rules issued thereunder
including to require the cessation of any practice or conduct that
the competent authority considers contrary to the MiCA
Regulation, this Act or any regulations made, or Rules issued
thereunder;
(v) to outsource verifications or investigations to
auditors or experts;
(w) 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;
(x) to request any person to take steps to reduce the size
of its position or exposure to crypto-assets;
(y) where no other effective means are available to bring
about the cessation of the breach of any of the provisions of the
MiCA Regulation, this Act or any regulations made, or Rules
issued thereunder 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; and
(z) to require an issuer of an asset-referenced token or
e-money token, in accordance with Articles 23(4), 24(3) or 58(3)
of the MiCA Regulation, to introduce a minimum denomination
amount or to limit the amount issued.
(2) The competent authority shall exercise any of its powers
under sub-article (1) in any of the following ways
(a)
directly;
(b) in collaboration with other authorities, including the
Financial Intelligence Analysis Unit;
(c) under its responsibility, by delegation to the authority
referred to in paragraph (b); or
(d)
by application to the competent courts.
(3) Without prejudice to sub-article (1), in order to fulfil its duties
under Titles VI of the MiCA Regulation and Part VI the competent
authority shall also have the following powers
(a)
to refer matters for criminal prosecution;
(b) to require existing data traffic records held by a
telecommunications operator, where there is a reasonable
suspicion of a breach and where such records may be relevant to
the investigation of an infringement of Articles 88 to 91 of the
MiCA Regulation;
(c)
to request the freezing or sequestration of assets, or
both;
(d) to impose a temporary prohibition on the exercise of
professional activity; and
(e) 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.
(1) Where Malta is the host Member State, the competent Precautionary
authority shall, where it has clear and demonstrable grounds for measures.
suspecting that there are irregularities in the activities of an offeror or
person seeking admission to trading of crypto-assets, an issuer of an
asset-referenced token or e-money token, or a crypto-asset service
provider, notify the competent authority of the home Member State
and ESMA thereof
Provided that where the irregularities referred to in sub-
article (1) concern an issuer of an asset-referenced token or e-money
token, or a crypto-asset service related to asset-referenced tokens or
e-money tokens, the competent authority shall also notify EBA.
(2) Where, despite the measures taken by the competent authority
of the home Member State the irregularities referred to in sub-article
(1) persist, amounting to a breach of the MiCA Regulation, the
competent authority shall, after informing the competent authority of
the home Member State, ESMA and, where appropriate, EBA in
accordance with sub-article (1), take appropriate measures in order to
protect clients of crypto-asset service providers and holders of crypto-
assets, in particular retail holders
Provided that the competent authority shall inform ESMA
and, where appropriate, the EBA of any measures taken in accordance
with this sub-article without undue delay.
(3) The measures referred to in sub-article (2) shall include
preventing the offeror, the person seeking admission to trading, the
issuer of the asset-referenced token or e-money token or the crypto-
asset service provider from conducting further activities in Malta.
(1) The competent authority may prohibit or restrict the
following in or from Malta
(a) the marketing, distribution or sale of certain crypto-
assets or crypto-assets with certain specified features; or
(b)
a type of activity or practice related to crypto-assets.
(2) The competent authority shall only take a measure in
accordance with sub-article (1) if it is satisfied on reasonable grounds
that
(a) a crypto-asset gives rise to significant investor
protection concerns or poses a threat to the orderly functioning
and integrity of markets in crypto-assets or to the stability of the
whole or part of the financial system within at least one (1)
Member State;
(b) existing regulatory requirements under European
Union law applicable to the crypto-asset or crypto-asset service
concerned do not sufficiently address the risks referred to in
paragraph (a) and the issue would not be better addressed by
improved supervision or enforcement of existing requirements;
(c) the measure is proportionate, taking into account the
nature of the risks identified, the level of sophistication of
investors or market participants concerned and the likely effect
of the measure on investors and market participants who may
hold, use or benefit from the crypto-asset or crypto-asset service
concerned;
(d) the competent authority has properly consulted those
European regulatory authorities that might be significantly
affected by the measure; and
(e) the measure does not have a discriminatory effect on
services or activities provided from another Member State.
(3) Without prejudice to sub-article (1), where the conditions set
out in sub-article (2) are fulfilled, the competent authority may impose
the prohibition or restriction referred to in sub-article (1) on a
precautionary basis before a crypto-asset has been marketed,
distributed or sold to clients.
(4) Without prejudice to the provisions of sub-articles (1) and (3),
the competent authority may apply the prohibition or restriction
referred to in sub-article (1) only in certain circumstances or to make
such prohibition or restriction subject to exceptions.
(5) The competent authority shall not impose a prohibition or
restriction under this article unless, not less than one (1) month before
the measure is intended to take effect, it has notified all the European
regulatory authorities and ESMA, or EBA for asset-referenced tokens
and e-money tokens, in writing or through another medium agreed
between the authorities, the following details
(a) the crypto-asset or activity or practice to which the
proposed measure relates;
(b) the precise nature of the proposed prohibition or
restriction and when it is intended to take effect; and
(c) the evidence upon which it has based its decision
and upon which it is satisfied that each of the conditions in sub-
article (2) are met.
(6) After receiving a notification, in accordance with sub-article
(5), of a prohibition or restriction to be imposed by the competent
authority in accordance with this article, ESMA or EBA, as
applicable, shall issue and publish an opinion in accordance with
Article 106(2) of the MiCA Regulation and, where the competent
authority proposes to impose, or imposes or declines to impose such a
prohibition or restriction contrary to an opinion issued by ESMA or
EBA, the competent authority shall immediately publish on its official
website a notice fully explaining its reasons therefor.
(7) In exceptional cases where the competent authority considers
it necessary in order to prevent any detrimental effects arising from the
crypto-asset or activity or practice referred to in sub-article (1), the
competent authority may take an urgent measure, in the form of a
prohibition or restriction as referred to in sub-article (1), on a
provisional basis with not less than twenty-four (24) hours written
notice before the measure is intended to take effect to all the European
regulatory authorities and ESMA, provided that all of the criteria listed
in this article are met and, in addition, that it is clearly established that
a one (1) month notification period would not adequately address the
specific concern or threat
Provided that the duration of urgent measures taken on a
provisional basis in accordance with this sub-article shall not exceed
three (3) months.
(8) The competent authority shall publish on its official website a
notice of a decision to impose a prohibition or restriction as referred to
in sub-article (1), which notice shall specify the details of the
prohibition or restriction imposed and specify a time after the
publication of the notice from which such prohibition or restriction
shall take effect and the evidence upon which the competent authority
has based its decision, and is satisfied that each of the conditions in
sub-article (2) is met.
(9) Any prohibition or restriction imposed in accordance with this
article shall only apply to activities after such prohibition or restriction
takes effect.
(10) The competent authority shall revoke a prohibition or
restriction imposed in accordance with this article if the conditions in
sub-article (2) no longer apply.
(1) Without prejudice to any other power conferred upon it
by the MiCA Regulation, this Act or any other law, the competent
authority may impose administrative penalties and other administrative
measures as referred to in sub-article (2) where it considers that
(a) a person’s conduct amounts to a breach of any of
the provisions of the MiCA Regulation, this Act or any
regulations made or Rules issued thereunder; and, or
(b) a person has contravened or failed to comply with
any condition, obligation, requirement or directives made or
given by the competent authority under any of the provisions of
the MiCA Regulation, this Act or any regulations or Rules
issued thereunder, including failure to co-operate with an
investigation or an inspection or any request made by the
competent authority in accordance with article 40.
(2) Without prejudice to the generality of sub-article (1), the
competent authority may impose administrative penalties and other
administrative measures as referred to in sub-article (2) in relation to
the following infringements
(a) breaches of Articles 4 to 14 of the MiCA Regulation
and articles 5 to 8;
(b) breaches of Articles 16, 17, 19, 22, 23, 25, Articles
27 to 41, Articles 46 and 47 of the MiCA Regulation and
articles 9, 10, 15 to 18, 20 and 21;
(c) breaches of Articles 48 to 51, Articles 53, 54 and
55 of the MiCA Regulation and articles 22 to 25;
(d) breaches of Articles 59, 60, 64 and Articles 65 to 83
of the MiCA Regulation and articles 26, 27, 30, 32 and 33;
(e) breaches of Article 88 of the MiCA Regulation and
article 35;
(f) breaches of Articles 89 to 92 of the MiCA
Regulation and article 36; and, or
(g) failure to cooperate or to comply with an investigation,
inspection, requirement or request as referred to in Article 94(3) of
the MiCA Regulation and, or articles 40, 41, 42 or 43(3).
(3) Without prejudice to any other power conferred upon it by the
MiCA Regulation, this Act or any other law, the competent authority
shall have the power to
(a) issue a public statement indicating the natural or
legal person responsible and the nature of the breach for any
breach as referred to in sub-article (1);
(b) issue an order requiring the natural or legal person
responsible to cease the conduct constituting the breach and to
desist from a repetition of such conduct for any breach as
referred to in sub-article (1);
(c) impose an administrative penalty for any breach as
referred to in sub-article (1), except for those referred to in sub-
article (2)(e) and (f), which administrative penalty may not
exceed twice the amount of the profits gained or losses avoided
because of the breach where those profits or losses avoided
can be determined, even if it exceeds the maximum amounts set
out in paragraph (d) or (e), as applicable;
(d) impose, in the case of a natural person, an
administrative penalty which may not exceed
(i) seven hundred thousand euro (€700,000) for
any breach as referred to in sub-article (1), except for
those referred to in sub-article (2)(e) and (f);
(ii) one million euro (€1,000,000) for any breach as
referred to in sub-article (2)(e); or
(iii) five million euro (€5,000,000) for any breach
as referred to in sub-article (2)(f);
(e) impose, in the case of a legal person, an
administrative penalty which may not exceed
(i) five million euro (€5,000,000) for any breach
as referred to in sub-article (1), except for those referred to
in sub-article (2)(e) and (f);
(ii) three per cent (3%) of the total annual turnover
of such legal person according to the last available
financial statements approved by the management body for
any breach as referred to in sub-article (2)(a);
(iii) five per cent (5%) of the total annual turnover
of such legal person according to the last available
financial statements approved by the management body for
any breach as referred to in sub-article (2)(d);
(iv) twelve point five per cent (12.5%) of the total
annual turnover of such legal person according to the last
available financial statements approved by the
management body for any infringement as referred to in
sub-article (2)(b) and (c);
(v) two million five hundred thousand euro
(€2,500,000) or two per cent (2%) of the total annual
turnover of such legal person according to the last
available accounts approved by the management body for
any breach as referred to in sub-article (2)(e); or
(vi) fifteen million euro (€15,000,000) or fifteen per
cent (15%) of the total annual turnover of such legal person
according to the last available accounts approved by the
management body for any breach as referred to in sub-
article (2)(f)
Provided that where the legal person referred to in
this paragraph is a parent undertaking or a subsidiary of a parent
undertaking which is required to prepare consolidated financial
statements in accordance with Directive 2013/34/EU, the
relevant total annual turnover shall be the total annual turnover
or the corresponding type of income in accordance with
applicable European Union law in the field of accounting
according to the last available consolidated accounts approved
by the management body of the ultimate parent undertaking;
(f) impose, in the event of a breach as referred to in
sub-article (2)(d), a temporary ban preventing any member of the
management body of the crypto-asset service provider, or any
other natural person who is held responsible for the breach, from
exercising management functions in a crypto-asset service
provider; and, or
(g) take the following administrative measures in the
case of a breach as referred to in sub-article (2)(e) and (f)
(i) order the disgorgement of the profits gained
or losses avoided due to the breach insofar as they can be
determined;
(ii) withdraw or suspend the authorisation granted
to a crypto-asset service provider in accordance with
Article 63 of the MiCA Regulation and article 28, in
accordance with provisions of the MiCA Regulation and
this Act;
(iii) order a temporary ban of any member of the
management body of the crypto-asset service provider, or
any other natural person who is held responsible for the
breach, from exercising management functions in crypto-
asset service providers;
(iv) in the event of a repeated breach of Articles 89,
90, 91 or 92 of the MiCA Regulation or article 36, impose
a ban of at least ten (10) years for any member of the
management body of a crypto-asset service provider, or
any other natural person who is held responsible for the
breach, from exercising management functions in a crypto-
asset service provider;
(v) impose a temporary ban of any member of the
management body of a crypto-asset service provider or any
other natural person who is held responsible for the breach,
from dealing on own account; and, or
(vi) impose an administrative fine which shall not
exceed at least three times the amount of the profits gained
or losses avoided because of the breach, where those can
be determined, even if it exceeds the maximum amounts
set out in paragraphs (d)(ii) and (iii) and paragraph (e)(v)
and (vi), as applicable.
(4) When determining the type and level of the administrative
penalty to be imposed and, or any other administrative measure to be
taken in accordance with this article, the competent authority shall take
into account relevant circumstances, including where appropriate
(a)
the gravity and the duration of the breach;
(b) whether the breach has been committed intentionally
or negligently;
(c) the degree of responsibility of the natural or legal
person responsible for the breach;
(d) the financial strength of the natural or legal person
responsible for the breach, as indicated by the total turnover of
the responsible legal person or the annual income and net
assets of the responsible natural person;
(e) the importance of the profits gained or losses avoided
by the natural or legal person responsible for the breach, insofar
as those can be determined;
(f) the losses for third parties caused by the breach,
insofar as those can be determined;
(g) the level of cooperation of the natural or legal person
responsible for the breach with the competent authority, without
prejudice to the need to ensure disgorgement of profits gained or
losses avoided by such person;
(h) previous breaches of the MiCA Regulation, this Act
and, or any regulations made and, or Rules issued thereunder
by the natural or legal person responsible for the breach;
(i) measures taken by the person responsible for the
breach to prevent its repetition; and
(j) the impact of the breach on the interests of holders of
crypto-assets and clients of crypto-asset service providers, in
particular retail holders.
(5) Without prejudice to the provisions of this article, where
obligations imposed in terms of the MiCA Regulation, this Act, or in
any regulations made thereunder, or Rules issued thereunder apply to
a legal person, in the case of a breach of any provision thereof,
administrative penalties and other administrative measures may also be
imposed, subject to the conditions laid down in national law, on the
members of the management or administrative body of the legal entity
concerned, and on other individuals who are responsible for the breach
under national law.
(6) Any administrative penalty imposed and or, any other
administrative measures taken by the competent authority in terms of
this article shall be effectively implemented.
(7) The provisions of article 16(4) of the Malta Financial Services Cap. 330.
Authority Act shall apply, mutatis mutandis, with respect to any
administrative penalty imposed by the competent authority in terms of
this article.
(8) The imposition by the competent authority of an
administrative penalty or any other administrative measure in terms
of this article shall be without prejudice to any other consequence
emanating from the act or omission of the person committing the
breach in terms of civil or criminal law
Provided that in all cases where the competent authority
imposes an administrative penalty or any other administrative measure
in respect of anything done or omitted to be done by any person, and
such act or omission also constitutes a criminal offence, no
proceedings may be taken or continued against the said person in
respect of such criminal offence.
(1) Where the competent authority proposes to impose an Notice of
administrative penalty or any other administrative measure on any administrative
penalties and
person in accordance with article 46, it shall give a notice in writing other
administrative
of its intention to do so, specifying the reasons for the decision it measures.
proposes to take.
(2) Every notice given in accordance with sub-article (1) shall
specify that the recipient of the notice may, within such reasonable
period after the service thereof, as may be stated in the notice, make
representations in writing to the competent authority specifying the
reasons why the proposed decision should not be taken, and the
competent authority shall consider any representation so made before
reaching a final decision.
(3) The competent authority shall as soon as practicable notify its
final decision in writing to any person to whom notice is to be
given in accordance with sub-article (1).
(1) A decision imposing an administrative penalty and, or
taking other administrative measures for a breach of the MiCA
Regulation, this Act and, or any regulations made and, or Rules
issued thereunder in accordance with article 46 shall be published by
the competent authority on its official website without undue delay
after the natural or legal person subject to such decision has been
informed of the said decision
Provided that the publication referred to in this sub-article
shall include at least information on the type and nature of the breach
and the identity of the natural or legal persons responsible
Provided further that decisions imposing or taking measures
that are of an investigatory nature may not be published.
(2) Where the publication of the identity of the legal entities, or
the identity or personal data of natural persons, is considered by the
competent authority to be disproportionate following a case-by-case
assessment conducted on the proportionality of the publication of
such data, or where such publication would jeopardise an ongoing
investigation, the competent authority shall take one of the following
actions
(a) defer the publication of the decision to impose an
administrative penalty or other administrative measure until the
moment where the reasons for non-publication cease to exist;
(b) publish the decision to impose an administrative
penalty or other administrative measure on an anonymous basis
in a manner which is in conformity with national law, where
such anonymous publication ensures the effective protection of
the personal data concerned; or
(c) not publish the decision to impose an administrative
penalty or other administrative measure in the event that the
options provided for in paragraphs (a) and (b) are considered
insufficient to ensure
(i) that the stability of financial markets is not
jeopardised; and
(ii) the proportionality of the publication of such a
decision with regard to measures which are deemed to be
of a minor nature
Provided that where the competent authority decides, in
accordance with paragraph (b), to publish an administrative penalty
or other administrative measure on an anonymous basis, the
publication of the relevant data may be deferred for a reasonable
period where it is foreseen that within that period the reasons for
anonymous publication will cease to exist.
(3) Where the decision to impose an administrative penalty or any
other administrative measure is subject to appeal before a national
judicial, administrative or other authority, the competent authority
shall immediately also publish on its official website information on
the status of the appeal and on the outcome thereof, and any decision
annulling a preceding decision of the competent authority to impose an
administrative penalty or any other administrative measure shall also
be published.
(4) The competent authority shall ensure that any publication in
accordance with this article remains on its official website for a period
of at least five (5) years after its publication
Provided that personal data contained in the publication shall
be kept on the official website of the competent authority only for as
long as is necessary for the purposes of public interest and
transparency.
PART VIII
APPEALS, OFFENCES AND CONFIDENTIALITY
(1) For the purposes of this article, Tribunal means the Appeals.
Financial Services the Tribunal established by article 21 of the Malta Cap. 330.
Financial Services Authority Act.
(2) Any person who feels aggrieved by a decision of the
competent authority in terms of this Act, or in any regulations made
thereunder, or the Rules issued thereunder, may appeal against such
decision to the Tribunal within such period and under such conditions
as etablished in article 21 of the Malta Financial Services Authority Cap. 330.
Act.
(3) Without prejudice to the provisions of sub-article (2), any
person who feels aggrieved by the competent authority’s failure to take
a decision in respect of an application for authorisation which contains
all the information required in accordance with the MiCA Regulation
and this Act within six (6) months from the date of submission of the
complete application, may appeal against such failure to decide to the
Tribunal within such period and under such conditions as established
in article 21 of the Malta Financial Services Authority Act.
(4) An appeal against a decision of the competent authority shall
not suspend the operation of such decision
Provided that a decision of the competent authority to
withdraw an authorisation granted in accordance with the MiCA
Regulation and this Act shall not become operative until the
expiration of the period within which an appeal is filed in accordance
with this article and, in the case that an appeal is filed within such
period, the decision shall become operative on the date of the decision
of the Tribunal dismissing the appeal, or on the date on which the
appeal is abandoned, whichever is the earliest.
(5) Subject to the provisions of this article, the provisions of
article 21 of the Malta Financial Services Authority Act shall apply,
mutatis mutandis, to appeals that may be brought before the Tribunal
in accordance with this article.
Consumer organisations having a legitimate interest in
protecting holders of crypto-assets may, in the interest of consumers
and in accordance with national law, take any such action before a
national judicial, administrative or other authority to ensure that the
provisions of the MiCA Regulation, this Act and any regulations
made, and Rules issued thereunder are applied.
(1)
Any person who
(a) contravenes or fails to comply with any of the
provisions of Articles 16 or 59 of the MiCA Regulation or
articles 9, 26, 39(1), 40(1), 40(5) or 52(1), or of article 40(1) or
40(5) as applied in terms of article 41;
(b) contravenes or fails to comply with any condition,
obligation, requirement, directive or order made or given in
accordance with any of the provisions of the MiCA Regulation,
this Act or any regulations made, or Rules issued thereunder;
(c) for the purposes of, or in accordance with, any of the
provisions of the MiCA Regulation, this Act or any regulations
made, or Rules issued thereunder, or any condition, obligation,
requirement, directive or order made or given as aforesaid,
furnishes information or makes a statement which he knows to
be inaccurate, false or misleading in any material respect, or
recklessly furnishes information or makes a statement which is
inaccurate, false or misleading in any material respect;
(d) with intent to avoid detection of the commission of
an offence in accordance with this Act, removes, destroys,
conceals or fraudulently alters any book, document or other
paper; and, or
(e) intentionally obstructs a person exercising rights or
powers conferred by the MiCA Regulation, this Act or any
regulations made, or Rules issued thereunder,
shall be guilty of an offence.
(2) A natural person guilty of an offence under sub-article (1)
shall be liable, on conviction, to imprisonment for a term not
exceeding six (6) years, or to a fine (multa) not exceeding five million
euro (€5,000,000), or to both such fine and imprisonment, unless such
fine (multa) or term of imprisonment is otherwise imposed in
regulations made under this Act.
(3) A legal person guilty of an offence under sub-article (1) shall
be liable, on conviction, to a fine (multa) not exceeding fifteen million
euro (€15,000,000), unless such fine is otherwise imposed in
regulations made under this Act.
Information obtained by the competent authority or by its Confidentiality.
officers, employees or agents, whether current or former, or by
inspectors, auditors and experts formerly or currently engaged by the
competent authority for the purposes of, or in accordance with, any of
the provisions of the MiCA Regulation, this Act or any regulations
made, or Rules issued thereunder, or in the discharge of any functions
under any of the said provisions, or by any other person who works,
or has worked for the competent authority, or for any third party to
whom the competent authority has delegated any of its functions or
powers, whether a natural or a legal person, shall be treated as
confidential and protected by the duty of professional secrecy, and
shall not be disclosed to any other person, except in the following
cases
(a) where the authority, body or person communicating
the information to the competent authority consents thereto;
(b) where the disclosure of the information is necessary
for any legal proceedings;
(c) where the disclosure of the information is necessary
for cases covered by national taxation or criminal law; and, or
(d) where the disclosure of the information is permitted
or required by law or European Union legislation.
(2) The information referred to in sub-article (1) shall include all
information exchanged between the competent authority and European
regulatory authorities in accordance with the MiCA Regulation, this
Act or any regulations made, or Rules issued thereunder that
concerns business or operational conditions and other economic or
personal affairs.
The processing of personal data for the purposes of the
MiCA Regulation, this Act or any regulations made, or Rules issued
thereunder shall be carried out in accordance with the Data Protection
Act and the GDPR.
PART IX
COOPERATION WITH OTHER AUTHORITIES
(1) The competent authority shall cooperate with European
regulatory authorities whenever necessary for the purpose of carrying
out its duties and exercising its powers under the MiCA Regulation,
and it shall render the necessary assistance to other European
regulatory authorities, in particular by exchanging information and
cooperating in any investigatory, supervisory or enforcement activity.
(2) A European regulatory authority may request information
from the competent authority, in which case the competent authority
shall without undue delay, provide the requested information required
for the purposes of the MiCA Regulation.
(3) A European regulatory authority may request the cooperation
of the competent authority in carrying out an on-site inspection or
investigation, in which case the competent authority may
(a)
carry out the on-site inspection or investigation itself;
(b) allow the European regulatory authority which
submitted the request to participate in the on-site inspection or
investigation;
(c) allow the European regulatory authority which
submitted the request to carry out the on-site inspection or
investigation itself; or
(d) share specific tasks related to supervisory activities
with European regulatory authorities.
(4) Notwithstanding the provisions of sub-articles (1) to (3), the
competent authority may refuse to act on the request of a European
regulatory authority for information or to cooperate with an
investigation in any of the following cases
(a)
communication of the relevant information may
adversely affect the security of Malta, in particular with regard
to the fight against terrorism and other serious crimes;
(b) where complying with the request is likely to
adversely affect its own investigation, enforcement activities or,
where applicable, a criminal investigation;
(c) when proceedings have already been initiated in
respect of the same actions and against the same natural or legal
persons before the courts of Malta; or
(d) where a final judgment has already been delivered in
respect of the same action and against the same natural or legal
person in Malta.
(5) Where the competent authority finds that any of the
requirements under the MiCA Regulation have not been met or has
reason to believe so, it shall inform the European regulatory authority
of the entity suspected of such breach of its findings in a sufficiently
detailed manner.
(1) For the purposes of the MiCA Regulation, the Cooperation
competent authority shall cooperate closely with ESMA in accordance with
and ESMA.
with Regulation (EU) No. 1095/2010 and with the EBA in accordance
with Regulation (EU) No. 1093/2010, and it shall exchange
information with ESMA and the EBA for the purposes of the duties
which shall be carried out by the competent authority, ESMA and the
EBA under Chapters 1 to 3 of Title VII of the MiCA Regulation.
(2) The competent authority shall, without delay, provide the
EBA and ESMA with all the information necessary for them to
perform their duties, in accordance with Article 35 of Regulation
(EU) No. 1093/2010 and Article 35 of Regulation (EU) No. 1095/2010
respectively.
When an offeror, person seeking admission to trading, an Cooperation
issuer of an asset-referenced token or e-money token or a crypto-asset with
authorities.
service provider engages in activities other than those covered by the
MiCA Regulation, the competent authority shall cooperate with the
authorities responsible for the supervision or oversight of such other
activities pursuant to European Union or national law, including tax
authorities and relevant supervisory authorities of third countries.
(1) The competent authority shall, where necessary, Cooperation
conclude cooperation arrangements with supervisory authorities of with
countries.
third countries concerning the exchange of information with those
supervisory authorities of third countries and the enforcement of
obligations in accordance with the MiCA Regulation, this Act and
any regulations made, and Rules issued thereunder in those third
countries
Provided that the competent authority shall inform the EBA,
ESMA and all the European regulatory authorities when it intends to
conclude an arrangement as referred to in this sub-article.
(2) The cooperation arrangements referred to in sub-article (1)
shall ensure at least an efficient exchange of information that allows
the competent authority to carry out its duties under the MiCA
Regulation, this Act and any regulations made, and Rules issued
thereunder.
(3) The competent authorities shall conclude cooperation
arrangements as referred to in sub-article (1) only when the
information disclosed is subject to guarantees of professional secrecy
that are at least equivalent to those set out in Article 100 of the MiCA
Regulation and provided that the exchange of information shall be
intended for the performance of the tasks of the competent authority
under the MiCA Regulation.
PART X
TRANSITORY PROVISIONS
(1) Articles 4 to 15 of the MiCA Regulation and articles 5
to 8 shall not apply to offers to the public of crypto-assets that
ended before 30 December 2024.
(2) Notwithstanding the provisions of Title II of the MiCA
Regulation and Part II of this Act, 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 of the MiCA Regulation shall apply
to marketing communications published after 30 December
2024; and
(b) operators of trading platforms shall by 31 December
2027, ensure that a crypto-asset white paper, in the cases
required by the MiCA Regulation and this Act, is drawn up,
notified and published in accordance with Articles 6, 8 and 9 of
the MiCA Regulation, and updated in accordance with Article
12 of the MiCA Regulation.
(3) Crypto-asset service providers may continue to provide, or
hold themselves out as providing, the VFA services which they are
licensed to provide under the Virtual Financial Assets Act in
accordance with the provisions of the said Act and any regulations
made, and Rules issued thereunder until 1 July 2026 or until they are
granted or refused an authorisation pursuant to Article 63 of the MiCA
Regulation, whichever comes first.
(4) Notwithstanding the provisions of Articles 62 and 63 of the
MiCA Regulation and articles 28 and 29, the competent authority
shall apply a simplified procedure for applications submitted by
crypto-asset service providers in accordance with Article 62(1) of the
MiCA Regulation and article 28(2) between 30 December 2024 and
1 July 2026
Provided that the competent authority shall ensure that the
provisions of Chapters 2 and 3 of Title V of the MiCA Regulation are
complied with before granting authorisation pursuant to such
simplified procedure.
(5) For the purposes of this article, "crypto-asset service
providers" means persons who, on 30 December 2024, are licensed in
accordance with the Virtual Financial Assets Act to provide, or hold Cap. 590.
themselves out as providing, one or more VFA services, as defined
in the said Act.
PART XI
AMENDMENTS TO THE BANKING ACT
This Part amends the Banking Act and it shall be read and Amendments to
construed as one with the Banking Act, hereinafter in this Part referred the
Act.
to as the "principal Act".
In sub-article (1) of article 2 of the principal Act, Amendment of
immediately after the definition "Member State" there shall be added article
principal Act.
the following new definition
" "MiCA Regulation" means Regulation (EU) 2023/1114
of the European Parliament and of the Council of 31 May 2023
on markets in crypto-assets, and amending Regulations (EU) No.
1093/2010 and (EU) No. 1095/2010 and Directives 2013/36/EU
and (EU) 2019/1937, as may be amended from time to time, and
includes any binding legal instruments, guidelines and other
measures that have been or may be issued thereunder;".
The First Schedule to the principal Act shall be amended as Amendment of
the First
follows
Schedule to the
principal Act.
(a) item 13 thereof shall be substituted by the following
new item
"13. Issuing electronic money including electronic
money tokens as defined in point (7) of Article 3(1) of the
MiCA Regulation;"; and
(b) immediately after item 13 thereof, as substituted,
there shall be added the following new items
"14. Issuing of asset-referenced tokens as defined in
point (6) of Article 3(1) of the MiCA Regulation;
15. Crypto-asset services as defined in point (16)
of Article 3 of the MiCA Regulation.".
PART XII
AMENDMENTS TO THE VIRTUAL FINANCIAL ASSETS ACT
This Part amends the Virtual Financial Assets Act and it shall
be read and construed as one with the Virtual Financial Assets Act,
hereinafter in this Part referred to as the "principal Act".
Immediately after article 64 of the principal Act there shall be
added the following new articles
(1) Where a person has made, either directly
or through a VFA agent, a request to the competent
authority to register a white paper in accordance with
article 3(4) prior to the first date of coming into force
Act No. XXXVI of
of the Markets in Crypto-Assets Act and the
2024. competent authority has not yet determined, in terms of
the said article, whether or not to register that white
paper by such date, the said person shall notify the
competent authority in writing, whether it wishes to
proceed with its request for the registration of the white
paper or whether it wishes to withdraw the said
request
Provided that, where such person does not
notify the competent authority, in accordance with this
sub-article, within one (1) month from the first date of
Act No. XXXVI of coming into force of the Markets in Crypto-Assets
2024. Act the competent authority shall deem the request
made by such person to have been withdrawn.
(2) Notwithstanding the provisions of this Act,
and any regulations made, and rules issued thereunder,
requests for the registration of white papers in
accordance with article 3(4) may not be made to, and
in any case shall not be accepted by the competent
authority as from 1 August 2024.
(3) Any whitepaper relating to an e-money token
which is registered by the competent authority under
this Act shall be deemed to have automatically been
deregistered on 30 June 2024.
(4) Any whitepaper relating to a virtual financial
asset other than an e-money token or an asset-
referenced token which is registered by the competent
authority under this Act shall automatically be
deregistered on 30 December 2024.
(5) The provisions of articles 3 to 13 shall cease to
have effect as from 30 December 2024.
(1) Persons who, on 30 December 2024, are
licensed under this Act to provide, or hold themselves
out as providing, one or more VFA services may
continue to provide, or hold themselves out as
providing, those services in accordance with the
appli cabl e pr ovis i ons of the sa i d Ac t a nd any
regulations made, and rules issued thereunder, until 1
July 2026 or until they are granted or refused an
authorisation pursuant to Article 63 of the MiCA
Regulation, whichever comes first.
(2) Without prejudice to article 21, any licence
granted to a person under this Act shall automatically
be cancelled on 2 July 2026 or upon the granting or
refusal of an authorisation pursuant to Article 63 of
the MiCA Regulation to such person, whichever
c o m e s f i r s t .".
64. The principal Act shall be repealed on 3 July 2026 without Repeal of the
principal Act.
prejudice to anything done or omitted to be done thereunder.
Passed by the House of Representatives at Sitting No. 270 of the
30th October, 2024.
ANĠLU FARRUGIA
Speaker
ELEANOR SCERRI
Clerk of the House of Representatives
€7.29