Article 6 Remuneration policies for identified staff members

1. basic fixed remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation., which shall primarily reflect relevant professional experience and organisational responsibility as set out in a staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member’s job description as part of the terms of employment;

2. variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. which shall reflect a sustainable and risk adjusted performance as well as performance in excess of that required to fulfil the staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member’s job description as part of the terms of employment.

1. variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. is linked to the assessment of the performance of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;, the business unitmeans a business unit as defined in Article 142(1), point (3), of Regulation (EU) No 575/2013; and the individual staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member concerned, and, when assessing performance, financial and non-financial criteria, including the management of ESG risks and control over adverse ESG impacts, are taken into account;

2. existence of an effective risk adjustment mechanism to integrate all relevant types of current and future risks;

3. absence of guaranteed variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. other than for new staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; only for the first year of employment;

4. remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. packages relating to compensation or buy out from contracts in previous employment are aligned with the long-term interests of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;;

5. payments relating to the early termination of an employment contract reflect performance achieved over time by the individual staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member and do not reward failure or misconduct;

6. fixed and variable components of total remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. are appropriately balanced, and the fixed component represents a sufficiently high proportion of the total remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. to allow the operation of fully flexible policies on variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. components, including the possibility of reducing the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. to zero;

7. appropriate maximum ratios are set between the variable and the fixed component of the total remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation., taking into account the business activities of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; and associated risks, as well as the impact that different categories of staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; referred to in Article 5 have on the risk profile of the issuersmeans a natural or legal person, or other undertaking, who issues crypto-assets; or on the risk profile of the tokens they issue;

8. variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. for staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; in control functionmeans a function that is independent from the business units it controls and that is responsible for internal control procedures and includes the risk management, compliance and the internal audit functions; is predominantly linked to control objectives and that the ratio between the variable and the fixed components of total remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. for staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; in control functionsmeans a function that is independent from the business units it controls and that is responsible for internal control procedures and includes the risk management, compliance and the internal audit functions; is set significantly lower compared to the ratio applicable to the business unitsmeans a business unit as defined in Article 142(1), point (3), of Regulation (EU) No 575/2013; they control;

9. at least 50 % of the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. consists of any of the following instruments:

   1. shares or equivalent ownership interests, subject to the legal structure of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; concerned;

   2. share-linked instruments, subject to the legal structure of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; concerned;

   3. Additional Tier 1 instruments which can be fully converted to Common Equity Tier 1 instruments or written down and which adequately reflect the credit quality of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; as a going concern;

   4. asset-referenced tokensmeans a type of crypto-asset that is not an electronic money token and that purports to maintain a stable value by referencing another value or right or a combination thereof, including one or more official currencies; or e-money tokens issued by the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;, unless the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; is a credit institutionmeans a credit institution as defined in Article 4(1), point (1), of Regulation (EU) No 575/2013 and authorised under Directive 2013/36/EU;, investment firmmeans an investment firm as defined in Article 4(1), point (2), of Regulation (EU) No 575/2013 and authorised under Directive 2014/65/EU;, UCITS management companymeans a management company as defined in Article 2(1), point (b), of Directive 2009/65/EC of the European Parliament and of the Council(33) 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) (OJ L 302, 17.11.2009, p. 32).; or Alternative Investment Fonds Managers (AIFM) and is required to pay out a part of the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. of staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; in instruments in accordance with Article 94(1), point (l), of Directive 2013/36/EU, Article 32(1), point (j), of Directive (EU) 2019/2034 or Article 14b(1)(m) of Directive 2009/65/EC or paragraph 1(m) of Annex II to Directive 2011/61/EU;

   5. other instruments that may be used for the pay-out of variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. by the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;, if the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; is authorised in accordance with a Union legal act that requires the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; to pay out parts of the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. in such other instruments;

10. specific criteria are set for the application of malus and clawback on variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation., which shall in particular cover situations where the staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member concerned:

    1. participated in or was responsible for conduct which resulted in significant losses for the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;, as defined in the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;’s remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. policy;

    2. failed to meet appropriate standards of fitness and propriety;

11. at least 40 % of the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. awarded to identified staffmeans staff that has a material impact on the risk profile of the issuer of asset-referenced tokens or e-money tokens, or on the risk profile of significant asset-referenced or electronic-money tokens they issue; is deferred for a period of at least 3 to 5 years, depending on the business cycle of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;, the nature of its business, its risks and the activities of the individual staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member concerned, except in the case of variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. of a particularly high amount where the proportion of the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. deferred is at least 60 %;

12. the deferred portion of the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. referred to in point (k) does not vest sooner than 12 months after the start of the deferral period and does vest no faster than on a pro-rata basis;

13. no interest or dividend on instruments which have been awarded as variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. under deferral arrangements is paid to identified staffmeans staff that has a material impact on the risk profile of the issuer of asset-referenced tokens or e-money tokens, or on the risk profile of significant asset-referenced or electronic-money tokens they issue; for periods before the instrument has vested;

14. the variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. is awarded and vests only if it is sustainable according to the financial situation of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; as a whole and justified on the basis of the performance of the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets;, of the business unitmeans a business unit as defined in Article 142(1), point (3), of Regulation (EU) No 575/2013; and of the staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member concerned;

15. no obligation is created to pay variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. during the period when the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; failed to meet prudential requirements set out in accordance with Article 67 of Regulation (EU) 2023/1114.

The requirement in paragraph 2, point (i) shall apply to the deferred and the non-deferred part of variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation.. Where the issuermeans a natural or legal person, or other undertaking, who issues crypto-assets; of asset referenced tokens or e-money tokens pays out a higher portion than 50 % of the deferred part of variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. in instruments referred to in paragraph 2, point (i) it may pay out a lower portion than 50 % of the non-deferred part of variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. in instruments referred to in paragraph 2, point (i), as long as in total the requirement for the pay out of variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. in instruments of at least 50 % is met.

Paragraph 2, points (i) and (k), shall not apply to an individual staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member whose annual variable remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation. does not exceed EUR 50 000and does not represent more than one fourth of that individual staffmeans all employees of an issuer of asset-referenced tokens or e-money tokens, and all members of such issuer’s management bodies; member’s total annual remunerationmeans all forms of fixed and variable remuneration, including the following:monetary or non-monetary payments and benefits, awarded directly to staff by or on behalf of issuers of asset-referenced tokens or e-money tokens in exchange for professional services provided by staff;carried interest payments within the meaning of Article 4(1), point (d), of Directive 2011/61/EU;other payments made via methods and vehicles which, if they were not considered as remuneration, would lead to a circumvention of the remuneration requirements set out in Regulation (EU) 2023/1114 and in this Regulation..