ESMA Issues Guidelines on Reverse Solicitation under MiCA
- Admin
- Mar 21
- 2 min read
On 26th February 2025, the European Securities and Markets Authority (ESMA) issued new guidelines on the concept of reverse solicitation under the Markets in Crypto Assets Regulation (MiCA). These guidelines are designed to ensure consistent supervisory practices across the European System of Financial Supervision (ESFS) and to promote the uniform application of Article 61(3) of MiCA.
The guidelines clarify the circumstances under which a third-country firm is deemed to be soliciting clients established or situated in the EU. Notably, solicitation is construed broadly and in a technology-neutral manner, encompassing various forms of promotion, advertisement, or offers of crypto-asset services or activities, including online commercials, social media, and even general marketing with broad reach. Solicitation can occur regardless of whether it is carried out by the third-country firm itself or by any person acting on its behalf, including influencers, irrespective of formal agreements or remuneration.
The guidelines seem to follow a narrow interpretation of the “exclusive initiative of the client,” and contractual arrangements or disclaimers shall not supersede factual assessments of whether solicitation occurred. Even after a client’s initial request, third-country firms face limitations on marketing further crypto-assets or services, even if they are of the same type, unless offered within the context of the original transaction. The assessment of whether crypto-assets or services are of the “same type” should be conducted on a case-by-case basis, considering the category and associated risks. The guidelines provide a non-exhaustive list of crypto-assets that should not be considered of the same type.
Certain parts of the guidelines seem to go further than what MiCA actually allows. This relates in particular to the expectation that third-country firms should both geo-block the EU and prevent new EU users from signing up. This appears to contradict the core idea behind reverse solicitation—that clients should be able to access services on their own initiative. It also seems to infringe on some of the basic freedoms of EU citizens. If firms are effectively required to block any possibility of this, then the exemption itself becomes meaningless.
Finally, the guidelines outline supervisory practices for competent authorities to detect and prevent the circumvention of the reverse solicitation exemption. These practices include monitoring entities targeting EU clients online, exchanging information with other authorities, and reacting to client complaints or whistleblowers. It remains to be seen how, in practice, the controversial guideline to geo-block and prohibit new sign-ups will be implemented by the supervisory authorities.
A full version of the Guidelines can be accessed here:
