EUROPEAN CROWDFUNDING LICENSE. PAN-EUROPEAN CROWD FINANCING
Crowdfunding platforms are intermediaries helping the investors and lenders finding businesses that need financing and helping businesspeople to raise the capital. Crowd financing is the modern alternative to traditional bank financing and the best solution to SME or start-up financing.
EU Regulation on European Crowdfunding Service Providers (ECSP) adopted in October 2020 predict crowdfunding boom in continental Europe considered as the world’s biggest common market having 450 million consumers and more than 20 million businesses. Regulation creates common crowdfunding rules and a single licensing procedure in all European Union and European Economic Area (EU/EEA) helping crowd financing to function more smoothly all over Europe. The aim of the new regulation is to support cross-border funding and improve access to this innovative form of finance for small medium enterprises (SMEs) and start-ups. European banks and other traditional lenders are not able to finance all businesses because of the risk regulations and other risk mitigation and regulatory restrictions. Crowdfunding platforms provide a marketplace for other lenders to fill the gaps in business financing. The interest rate paid by the crowdfunding and P2P financing platforms to the investors is usually higher than that paid by the traditional financial institutions. Crowdfunding is the ideal financing tool for start-up financing which allows the lenders to get the share in start-ups, lend them through loan agreements, securities and token issues.
Raise of capital through loan agreements, bonds, stocks other securities and Token offerings
Licensed Crowdfunding platform operators are permitted to finance their client companies through crowdfunding platforms using different instruments:
- loan agreement
- issue of debt securities (i.e. bonds)
- issue of equity securities (i.e. shares) or any other securities
- assignment of claim rights deriving from existing credit agreements
Modern instruments like Token Offering and Security Token Offering STO can be used in order to raise the capital for investment project through licensed Crowdfunding Platform. Securities offered through licensed Crowdfunding Platforms are allowed for public distribution in all European market of EU/EEA
Pan-European Crowdfunding license under the new Regulation for all EU/EEA
Lithuania currently is one of a few EU Member States which have national crowdfunding regulation. Modern Lithuanian Law on Crowdfunding creates a clear and transparent regulation. The current Lithuanian national crowdfunding regulation regime meets all requirements of the new European Regulation which allows automatic transformation of the Lithuanian national crowdfunding license into the pan-European licenses when the new Regulation will come into force. It allows to start EU crowdfunding licensing process in Lithuania immediately without waiting for a year until European regulation comes into force. Lithuania is expected to be one of the first EU/EEA jurisdictions to adopt the new European Crowdfunding Regulation into the national legislation by creating a fully passportabe pan-European Crowdfunding license. All applicants currently applying for the license in Lithuania may consider the further pan-European reach of the Lithuanian license. The capital requirement for the Crowdfunding platform operator amounts to EUR 40,000.
Requirements depending on the value of crowdfunding transaction
The requirements for disclosure of the simplified project owner’s information are applicable for the crowdfunding transactions amounting to less than EUR 100 000 in 12 months.
The crowdfunding project owner willing to enter into the financing transactions for the total amount up to EUR 1 million in 12 months can issue the securities without publishing the security issue prospectus.
The project owner willing to enter into the financing transactions for the total amount from EUR 1 million to EUR 8 million must draft a memorandum disclosing only the basic information about the project owner and crowdfunding project.
Projects over EUR 8 million need to issue and register securities and prepare securities issue prospectus.
Licensed crowdfunding platform operators are considered as licensed financial advisory firms and do not require additional licensing. Crowdfunding Platform Operators may provide the following investment advisory services for investors: (i) reception and transmission of orders and (ii) investment recommendations.
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