In this blog post we go over the processes and requirements of obtaining two licenses in Estonia which allow companies to do crypto business.
The two licenses are called:
1. Providers of a service of exchanging a virtual currency against a fiat currency
2. Providers of a virtual currency wallet service
The first one allows you to exchange fiat to crypto and crypto to fiat. Usually, crypto to crypto transactions do not require a license.
The second license allows you to provide e-wallet services for virtual currencies. You can generate and keep encrypted keys on the behalf of the client, i.e providing custodial services of the required credentials to access the virtual currencies.
Whether your ICO needs any of these licenses depends on the concrete token offering and the business model. In our experience, most of the ICOs do not require these licenses. Sometimes, the ICO projects obtain the licenses as it provides social credibility and helps with marketing, or having an e-wallet or an exchange is part of the business plan in the future.
General information (refusal, requirements)
Two licenses are issued by the Estonian Financial Intelligence Unit (FIU, or RAB in Estonian). The FIU may refuse to issue the license in case the provided documentation is insufficient, the related persons have a criminal history record, or the provided criminal history check does not comply with the requirements of the Estonian FIU.
Additional complexity may be created if the Estonian company applying for the license is owned by another legal entity. If this legal entity can’t provide a criminal record paper, as such paper does not exist in the jurisdiction of the company, then the FIU will refuse to issue the license. There is one alternative in this situation – when the criminal record can’t be obtained for a company, it may be sufficient if the liable official of the registration country provides a statement, which proves the company has no criminal record.
Though the company holding the cryptocurrency licenses is considered to be a financial institution, there are no special tax or reporting requirements, nor are there any special capital requirements. The FIU may make inquiries and you need to provide them information regarding your activities.
Additionally, if you obtain the licenses, but we’ll not have any business started in six months time, then the FIU can revoke the licenses.
To obtain the crypto licenses you’ll need to have a company and provide the required documentation. It’s strongly advised to register an Estonian company, as the FIU is not very keen on issuing licenses to foreign entities, and it’s a lot smoother process with the Estonian entity. Foreign entities are not excluded, though, and there are one or two companies, which are not registered in Estonia, that have obtained the licenses.
Together with the company registration, the client should already start the process of obtaining the criminal record documents for all the shareholders, board members, the compliance officer (responsible person) and UBOs (ultimate beneficiary owners). The criminal record should be in English and certified with an apostille. The documents can’t be older than 3 months.
We also ask the client’s compliance officer (responsible person) to provide an university diploma (recommended is diploma either in finance, economics, computer science or law) and a resume.
Together with an application to the FIU you will need to present the KYC/AML procedural rules and internal auditing rules documentation. This documentation is usually prepared by us (Comistar).
Once all the documents are collected and ready, we’ll make the application and pay the state fees (345€ per license) on behalf of the client. Any questions asked by the FIU we’ll reply accordingly.
Timeframe for obtaining crypto licenses
The company registration time depends whether you already have an e-residency card or not. With the e-residency card, it takes few days. With the power of attorneys, it takes usually around 1,5 – 2 weeks. If you travel to Estonia, it takes few days, although the notary time has to be set at least 3 days in advance.
Once the documents are submitted to the FIU, they take up to 30 working days to decide whether they issue the license or not. Usually, the decision is given quicker, and the total time needed is not more than a few weeks from start to finish.
Banking is definitely the most complex part of the whole process, as there aren’t many banks that work with cryptocurrency companies. However, through spending countless hours of looking through the banking options, we have found few banks that we introduce to all of our crypto clients. The bank account application process is usually done by the clients, as the banks want to communicate to the entrepreneurs directly.
2020 Updates to Crypto License Requirements
In March 10th, 2020 Estonia introduced new crypto regulations, which make it a bit more complicated to obtain the crypto license. While it raises the value of the license, it also means more costs for both obtaining and maintaining the license.