Art. 15 Liability for the information given in a crypto-asset white paper | MiCA regulation | MiCA

This article establishes the civil liability regime that flows directly from Article 6, which sets out the content requirements for crypto-asset white papers.

It makes clear that offerors, persons seeking admission to trading, and operators of trading platforms — along with the members of their administrative, management, or supervisory bodies — can be held personally liable to crypto-asset holders for losses arising from information in a white paper that is incomplete, unfair, unclear, or misleading.

Notably, any contractual clause attempting to exclude or limit this liability is rendered void.

The burden of proof sits with the holder, who must demonstrate both the infringement and that reliance on the misleading information influenced their decision to purchase, sell, or exchange the crypto-asset.

Important points:

Offerors, persons seeking admission to trading, and trading platform operators — and their governing body members — are liable for losses caused by deficient information in a crypto-asset white paper.
Any contractual attempt to exclude or limit this civil liability has no legal effect.
Crypto-asset holders bear the burden of proving that the infringement occurred and that it influenced their decision to transact.

1. Where an offeror, person seeking admission to trading or operator of a trading platform, has infringed Article 6 by providing in its crypto-asset white paper or in a modified crypto-asset white paper information that is not complete, fair or clear or that is misleading, that offeror, person seeking admission to trading or operator of a trading platform and the members of its administrative, management or supervisory body shall be liable to a holder of the crypto-asset for any loss incurred due to that infringement.
1. Any contractual exclusion or limitation of civil liability as referred to in paragraph 1 shall be deprived of legal effect.
1. Where the crypto-asset white paper and marketing communications are prepared by the operator of the trading platform in accordance with Article 5(3), the person seeking admission to trading shall also be held responsible when it provides information that is not complete, fair or clear, or that is misleading to the operator of the trading platform.
1. It shall be the responsibility of the holder of the crypto-asset to present evidence indicating that the offeror, person seeking admission to trading, or operator of the trading platform for crypto-assets other than asset-referenced tokens or e-money tokens has infringed Article 6 by providing information that is not complete, fair or clear, or that is misleading and that reliance on such information had an impact on the holder’s decision to purchase, sell or exchange that crypto-asset.
1. The offeror, person seeking admission to trading, or operator of the trading platform and the members of its administrative, management or supervisory body shall not be liable to a holder of a crypto-asset for loss incurred as a result of reliance on the information provided in a summary as referred to in Article 6(7), including any translation thereof, except where the summary:
  1. is misleading, inaccurate or inconsistent when read together with the other parts of the crypto-asset white paper; or
  2. does not provide, when read together with the other parts of the crypto-asset white paper, key information in order to aid prospective holders of the crypto-asset when considering whether to purchase such crypto-asset.
1. This Article is without prejudice to any other civil liability pursuant to national law.

Article 15 Liability for the information given in a crypto-asset white paper

Relevant recitals