Art. 6 Policies and procedures on arrangements with third-party service providers | RTS on issuer conflicts of interest | MiCA

This article extends the conflict of interest framework established elsewhere in the regulation into the realm of third-party service providers.

It requires issuers of asset-referenced tokens to ensure that any written arrangement with a third party is compatible with their conflict of interest policies and procedures.

A particular focus is placed on intra-group arrangements, where the risk of biased decision-making is heightened, and on ensuring that fee structures do not create incentives that work against the interests of token holders.

Important points:

Ensure that every written arrangement with a third-party service provider contractually obliges that third party to act in line with your conflict of interest policies and procedures.
Where a third-party service provider belongs to the same group as you, the arrangement must ensure that decisions are taken objectively and on the same terms that would apply between independent parties.
Ensure that fees paid for third-party services do not promote your interests or those of the third party in a way that conflicts with the interests of asset-referenced token holders.

Issuers of asset-referenced tokens shall within the policies and procedures under this Regulation ensure that no written arrangement with a third-party service provider is concluded unless:

the written arrangement obliges the third party to act in a manner consistent with those policies and procedures;
the written arrangement ensures that when the services referred to in Article 34(5), point (h), of Regulation (EU) 2023/1114 are provided by a third party that is part of the same group as the issuer of asset-referenced tokens, decisions related to the provision of third-party services are taken objectively, in the interest of each party and under the same conditions that would apply if the agreement to provide services had been entered into by independent parties;
issuers of asset-referenced tokens ensure that the fees offered to provide one of the services referred to in Article 34(5) point (h) of Regulation (EU) 2023/1114 do not promote the interests of the issuer of asset-referenced tokens or the third party in a way that may conflict with the interests of a holder of asset-referenced tokens.