BELGIUM Law and Practice Contributed by: Pierre E. Berger and Marc Van de Looverbosch, DLA Piper UK LLP (Brussels)
MiCA requires the CASP to have a registered office in a member state, effective management in the EU and at least one EU-resident director. Managers and qualifying shareholders must meet suitability expecta- tions. Own funds or insurance requirements depend on the class of services, broadly as follows: • EUR50,000 for services such as advice, portfolio management, reception and transmission, execu- tion, placing and transfer services; • EUR125,000 for services such as custody and exchange; and • EUR150,000 for operating a trading platform. Operational substance is important. The applicant must be able to demonstrate that key functions, com- pliance, risk management, ICT security, AML/CFT and outsourcing oversight are real and effective. Where client assets or private keys are held, the custody model, wallet governance, segregation, reconcilia- tion, incident response and access controls will be scrutinised closely. Regulated financial entities using Article 60 do not apply for a full CASP authorisation for equivalent ser- vices, but they must notify the competent authority using the prescribed forms and templates. The scope of deemed equivalence is not unlimited. For example, the FSMA has clarified that portfolio management and investment advisory companies, UCITS management companies and AIF managers are not permitted to hold client funds, client-owned crypto-assets or the means of access to crypto-assets merely by making MiCA contains change-of-control requirements for CASPs. A person intending to acquire, directly or indi- rectly, a qualifying holding in a CASP, or to increase a qualifying holding so that the voting rights or capital held reach or exceed 20%, 30% or 50%, or so that the CASP becomes its subsidiary, must notify the com- petent authority in advance. A qualifying holding is generally a direct or indirect holding of at least 10% of capital or voting rights, or a holding enabling sig- nificant influence over management. an Article 60 notification. 3.3 Change of Control
The competent authority assesses the proposed acquisition, including the reputation of the proposed acquirer, the reputation, knowledge, skills and expe- rience of persons who will direct the business, the acquirer’s financial soundness, the CASP’s continuing ability to comply with MiCA, and money laundering or terrorist financing concerns. Disposals or reductions below relevant thresholds must also be notified. In Belgium, the competent authority will depend on the status of the CASP and the allocation of pow- ers under the Law of 11 December 2025. If the target is also a bank, payment institution, e-money institu- tion, investment firm or other regulated entity, sectoral change-of-control rules may apply in parallel. 3.4 Passporting A MiCA CASP authorisation granted in Belgium can be used to provide the authorised crypto-asset ser- vices throughout the EU, either through the freedom to provide services or through a branch. MiCA expressly states that a CASP providing services cross-border is not required to have a physical presence in the host member state. To passport, the CASP must submit the required infor- mation to its home competent authority, including the member states in which it intends to provide servic- es and the services concerned. The home authority then transmits the information to ESMA and the host authorities. The practical process is therefore a notifi- cation process, not a new host-state licence, although host-state consumer, advertising, AML/CFT, tax and data protection issues may still matter. Other financial licences may have their own pass- porting mechanics. A Belgian payment institution, e-money institution, investment firm, UCITS manager or AIFM should not assume that its existing passport automatically covers crypto-asset services unless MiCA Article 60 or another specific regime applies.
4. Cross-Border Services 4.1 Marketing
Cross-border sales of crypto-asset services into Bel- gium are restricted where the activity falls within MiCA
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