Source: OJ L, 2025/414, 31.3.2025Current language: EN
- Markets in crypto-assets
Crypto-asset service provider
- RTS on acquisition of qualified holding in CASP
Article 5 Information on the persons that will direct the business of the target entity
Summary What does Article 5 of the RTS on acquisition of qualified holding in CASP say?
This is a short, cross-referencing article that addresses a specific scenario within the qualifying holding acquisition process: where the proposed acquirer plans to install new members on the management body of the target entity.
Rather than setting out its own disclosure requirements, it directs the reader entirely to Article 7 of Commission Delegated Regulation (EU) 2025/305, which governs the information required for authorisation as a crypto-asset service provider.
The requirement applies on a per-person basis, meaning the information must be provided individually for each proposed management body appointee.
Important points:
- If you intend to appoint members to the management body of the target entity, include the information specified in Article 7 of Commission Delegated Regulation (EU) 2025/305 in your notification.
- This obligation applies to each proposed management body member individually.
- The article does not stand alone — it imports its entire substantive content by reference to an external delegated regulation.
Springlex's summary of the article, a reading aid, not a substitute for the legal text.
Where the proposed acquirer intends to appoint one or more members of the management body of the target entity, the notification shall contain all the information referred to in Article 7 of Commission Delegated Regulation (EU) 2025/305(10) for each such proposed member.
Relevant recitals
Recital 10 Criminal, civil and administrative background checks
The information relevant to the assessment of reputation should include the information on the absence of criminal convictions and criminal proceedings, historical or ongoing, as well as information on civil or administrative cases. Similarly, information should be provided in relation to all open investigations and proceedings, sanctions or other enforcement decisions against the proposed acquirer, and any other relevant information including refusal of registration or dismissal from employment or from a position of trust that is deemed relevant for the assessment of the reputation of the proposed acquirer.
Recital 14 Information on proposed management body appointees
Proposed acquirers might envisage the appointment of one or more members of the management body of the target entity. To enable the competent authority of the target entity to assess new members of the management body of that target entity, the proposed acquirer should provide the same information that is required from members of management bodies of crypto-asset service providers at the moment of authorisation.
Springlex and this text is meant purely as a documentation tool and has no legal effect. No liability is assumed for its content. The authentic version of this act is the one published in the Official Journal of the European Union.
Definition
placing of crypto-assets
Definition
official currency
Definition
distributed ledger
Definition
reception and transmission of orders for crypto-assets on behalf of clients
Definition
exchange of crypto-assets for funds
Definition
consensus mechanism
Definition
operation of a trading platform for crypto-assets
Definition
e-money token
Definition
crypto-asset service
- providing custody and administration of crypto-assets on behalf of clients;
- operation of a trading platform for crypto-assets;
- exchange of crypto-assets for funds;
- exchange of crypto-assets for other crypto-assets;
- execution of orders for crypto-assets on behalf of clients;
- placing of crypto-assets;
- reception and transmission of orders for crypto-assets on behalf of clients;
- providing advice on crypto-assets;
- providing portfolio management on crypto-assets;
- providing transfer services for crypto-assets on behalf of clients;
Definition
offer to the public
Definition
providing advice on crypto-assets
Definition
offeror
Definition
execution of orders for crypto-assets on behalf of clients
Definition
management body
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crypto-asset service provider
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crypto-asset
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DLT network node
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funds
Definition
client
Definition
asset-referenced token
Definition
issuer
Definition
exchange of crypto-assets for other crypto-assets
Definition
electronic money token
Definition
providing custody and administration of crypto-assets on behalf of clients
Definition
providing transfer services for crypto-assets on behalf of clients
Definition
distributed ledger technology
Definition
competent authority
- designated by each Member State in accordance with Article 93 concerning offerors, persons seeking admission to trading of crypto-assets other than asset-referenced tokens and e-money tokens, issuers of asset-referenced tokens, or crypto-asset service providers;
- designated by each Member State for the application of Directive 2009/110/EC concerning issuers of e-money tokens;
Footnote 10