Art. 4 Remuneration policies for all staff | RTS on remuneration policy | MiCA

This article sets out the general quality criteria that remuneration policies must meet for all staff at issuers of asset-referenced tokens and e-money tokens.

It builds directly on the governance framework established in Article 3, translating high-level management responsibilities into concrete standards that the policies themselves must satisfy.

The criteria cover a broad range of principles, from alignment with token holders' interests and gender neutrality, to ESG risk management, conflict of interest avoidance, and transparency toward staff.

Important points:

Ensure your remuneration policies are aligned with the interests of token holders, your risk appetite, and ESG objectives, and do not create conflicts of interest.
Staff engaged in control functions must be remunerated based on the achievement of their own function's objectives, independently of the performance of the business areas they control.
Remuneration policies must be transparent and available to all staff at all times, covering fixed remuneration, the criteria for setting variable remuneration, and the award criteria used.

Issuers of asset referenced tokens or e-money tokens shall ensure that their remuneration policies for all staff meet the following criteria:
1. they are consistent with the rights and interests of holders of tokens with a view to ensuring that holders are treated fairly and that their interests are not impaired by the remuneration practices adopted by the issuer;
2. they are gender-neutral and based on the principle of equal pay for male and female staff for equal work or work of equal value within the meaning of Article 3(1), point (65), of Directive 2013/36/EU;
3. they are consistent with the objectives of the business and risk strategy, including environmental, social and governance (ESG) risk-related objectives, corporate culture and values, risk culture and risk appetite;
4. they ensure that the staff engaged in control functions are remunerated in accordance with the achievement of the objectives linked to their functions and independently of the performance of the business areas they control;
5. they are consistent with the management of ESG risks and provide for incentives for the control and limitation of ESG impacts caused by the issuer’s business activities;
6. they do not create a conflict of interest or incentive that may lead staff members to favour their own interests or the issuer’s interests to the potential detriment of any holder of significant tokens they issue;
7. they do not encourage risk-taking that exceeds the level of risk appetite of the issuer;
8. they are available to the staff concerned at all times;
9. they are transparent to all staff regarding the fixed remuneration, processes and criteria for setting the variable remuneration and the award criteria used;
10. they are clear, well documented, transparent, proportionate to the size, internal organisation and nature, as well as to the scope and complexity of the issuer’s business activities.