LIECHTENSTEIN Law and Practice Contributed by: Christian Inmann and Markus Stelzl, Inmann Stelzl & Partner Attorneys at Law Partnership
10.4 Regulation of “Issuers” of Blockchain Assets In Liechtenstein, the regulation of issuers of block - chain assets and the initial sale of tokens depends on the legal nature and economic function of the block - chain asset, not the underlying blockchain technol - ogy, reflecting the principle of technological neutrality (substance over form). • Security tokens are fully subject to securities law, including prospectus regulation, MiFID-based rules and licensing requirements for intermediaries. • Under MiCAR, issuers of crypto-assets must be legal entities and prepare, notify and publish a comprehensive white paper before offering tokens publicly or seeking admission to trading, unless exemptions apply. The white paper must include detailed information about the issuer, the token’s characteristics, associated rights and obligations, underlying technology, and risks, and it must be submitted to the competent supervisory author - ity (in Liechtenstein, the FMA) and remain publicly accessible for as long as the token is held by investors. Issuers of ARTs or EMTs are subject to even stricter rules as regards the preparation of a white paper. • Tokens outside MiCAR, such as NFTs, are regu - lated under the TVTG. Issuers must prepare a set of basic information, publish it publicly, and notify the FMA of the planned issuance, unless an excep - tion applies (eg, if the aggregate issuance volume is below CHF5 million or the equivalent in another currency). Liechtenstein’s framework provides a high degree of legal certainty for token issuers, but the tokenisa - tion of real-world assets remains challenging due to the need to ensure civil law recognition of underlying rights, cross-border enforceability, accurate valuation, liquidity and investor protection. Issuers must carefully structure offerings to comply with MiCAR, securities law, e-money law, or TVTG, depending on the clas - sification of the blockchain asset. 10.5 Regulation of Blockchain Asset Trading Platforms Blockchain asset trading platforms are regulated according to the type of assets traded.
authorisation also becomes mandatory for service providers registered under the TVTG for these ser - vices. Regulators in Liechtenstein continue to signal support for blockchain innovation through dedicated innovation functions (such as the Office for Digital Innovation and the FMA Fintech Unit) and by engag - ing with market participants to refine rules in line with technological and market developments. While the TVTG provides a technology‑neutral, comprehensive baseline for token and trusted technology services, MiCAR brings Liechtenstein fully into the EEA’s har - monised crypto‑asset regime, creating legal clarity and facilitating passporting into EU markets. 10.3 Classification of Blockchain Assets In Liechtenstein, the regulatory treatment of block - chain assets depends on their legal nature and eco - nomic function, rather than the underlying technology (substance over form). • Security token – blockchain assets are treated the same as traditional securities, if they embody rights the same or similar to those of traditional securities in their economic and legal substance, reflecting the principle of technological neutrality. • Crypto-assets – MiCAR distinguishes three cat - egories: (i) E-Money Tokens (EMTs), which are – eg, stablecoins pegged to a single fiat currency, (ii) ARTs, token backed by baskets of curren - cies, commodities, and (iii) other assets and other crypto-assets, including utility tokens and native blockchain tokens that are neither EMTs nor ARTs. • NFTs – blockchain assets that fall outside MiCAR, such as NFTs, are regulated under the TVTG. The legal treatment of blockchain assets depends on their function: security tokens remain subject to secu - rities law, including MiFID II, prospectus regulation and licensing requirements for intermediaries; crypto- assets are strictly regulated under MiCAR, and NFTs by TVTG. In all cases, the classification of the token determines the applicable regulatory framework, while the fact that it is issued on a blockchain does not alter its legal or supervisory treatment.
502 CHAMBERS.COM
Powered by FlippingBook