Fintech 2026

FRANCE Law and Practice Contributed by: Sylvain Clavé and Germain Chaux, Clavé Avocat

inquiries, particularly in more intricate money‑launder - ing matters. 2.16 Reverse Solicitation For traditional banking, the entry into force of the CRD VI Directive in autumn 2026 mandates that third- country entities must provide banking services (lend - ing, deposits, etc) through an authorised EU branch. Reverse solicitation remains an exception but is strictly interpreted under the EBA guidelines: the core banking service must be provided at the own exclu - sive initiative of the EU client or counterparty – which makes marketing activities by the third-country entity incompatible with reverse solicitation. The same prin - ciple of reverse solicitation as an exception applies to investment services. For crypto-asset services, these reverse solicitation principles are much stricter: MiCAR provides that a third-country entity can provide a crypto-asset service to EU residents under a reverse solicitation principle: the service must be provided at the own exclusive ini - tiative of the EU client. This framework codifies long- standing French practice that relies on a “bundle of clues” to identify active solicitation, such as the use of a “.fr” domain, French contact details, or promotional communications directed at French residents. According to the ESMA Guidelines of February 2025, solicitation is defined broadly and in a “technology- neutral” manner, encompassing any promotion, adver - tisement or offer made through internet commercials, social media, mobile applications or sponsorship deals. These guidelines provide that third-country entities are deemed to be soliciting if they utilise geo- targeted digital ads, country-specific SEOs, or web - sites in official EU languages not customary in inter - national finance. 3. Robo-Advisers 3.1 Requirement for Different Business Models While legacy players traditionally rely on human intervention, some fintechs use wholly automated processes, gathering client data through standard - ised questionnaires to provide automated advice or

management. These activities generally fall under the MiFID II framework, requiring licensing as an invest - ment service provider (ISP) or a financial investment adviser (CIF), while insurance-focused models must register with ORIAS. The introduction of crypto-assets has added a new layer of complexity to these models. However, for platforms managing security tokens (which are digital representations of financial instruments) or tradition - al listed assets (stocks, bonds, ETFs), the business model remains anchored in the MiFID II framework. French and EU law make a clear distinction between security tokens and other crypto-assets, which is driven by whether a crypto-asset: • qualifies as a financial instrument under MiFID II; or • falls under the MiCAR regime. Depending on this qualification, the underlying activ - ity requires different business models and mandatory licences. 3.2 Legacy Players’ Implementation of Solutions Introduced by Robo-Advisers Traditional financial institutions have progressively integrated robo-advisers to modernise their offer - ings and maintain their competitive edge. To achieve this, many have adopted a hybrid model that blends automated advice with human expertise. In this frame - work, robo-advisers are deployed for routine, low-val - ue tasks, freeing up human wealth managers to step in for more complex situations and address highly specific client needs. Meanwhile, other incumbent players have chosen to develop their own automated advisory platforms – either by building them in-house or by forging strate - gic partnerships – to complement their client services. Through these initiatives, robo-advisory capabilities are embedded into their existing product suites. 3.3 Issues Relating to Best Execution of Customer Trades When robo-advisers provide investment services, they are subject to the full suite of regulations applicable to that activity. In particular, MiFID II requires invest -

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