For intermediating crypto securities through our white-label crowdinvestment platform, ecrop GmbH cooperates with Effecta GmbH as a liability umbrella. This optional service provides issuers and investors with additional security and ensures compliance with complex legal requirements in the crowdinvestment sector, particularly the requirements of § 34f GewO. Effecta GmbH, as holder of the required permission under § 32 KWG, assumes liability for the intermediation activities of ecrop customers on the platform.

This section explains the benefits of the already technically and procedurally integrated liability umbrella, the legal foundations, and the cooperation process.

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Why a Liability Umbrella for Crypto Securities Intermediation?

Issuers of crypto securities using crowdinvesting as a financing instrument must meet the strict regulatory requirements of § 32 KWG (Banking Act) for investment intermediation. ecrop GmbH itself does not hold permission for investment intermediation but focuses on providing a white-label platform technically and maintaining the crypto securities register. To enable issuers to intermediate their securities in compliance with regulations, ecrop offers integration with Effecta GmbH as a liability umbrella. This offers the following advantages:

  • Compliance without own § 32 KWG Permission: Issuers can offer and intermediate their crypto securities through ecrop’s white-label platform without having to apply for their own complex and costly permission under § 32 KWG. Cooperation with Effecta as a liability umbrella ensures necessary regulatory compliance.

  • Specialization and Focus: Incorporating a liability umbrella enables clear task separation. ecrop focuses on technological infrastructure and registry, while Effecta handles regulatory aspects of intermediation. This specialization maximizes efficiency and expertise of both companies for a standardized product.

  • Flexibility and Scalability: ecrop’s white-label platform offers issuers a flexible and scalable solution for crowdinvesting. Liability umbrella integration occurs seamlessly through standardized interfaces and requires no additional technical effort from issuers.

Integration of Effecta GmbH as a liability umbrella occurs based on § 3 Para. 2 No. 34f GewO and creates a legally secure framework for crypto securities intermediation.

  • § 3 Para. 2 No. 34f GewO (Tied Agent): ecrop GmbH customers conducting intermediation of their crypto securities through the white-label platform act as tied agents (vgV) of Effecta GmbH. They intermediate in Effecta’s name and under Effecta’s liability. ecrop GmbH customers enter into a separate contract with Effecta GmbH regulating cooperation details.

  • Contract between ecrop Customer and Effecta: The customer (issuer) enters into a separate contract with Effecta GmbH to use the liability umbrella service. This contract regulates cooperation details and includes:

    • Liability Assumption: Effecta assumes full liability for transactions conducted by tied agents through the white-label platform related to crypto securities intermediation.

    • Professional Liability Insurance: Effecta provides legally required insurance coverage according to § 34f Para. 4 GewO.

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Benefits for Issuers (ecrop GmbH Customers)

  • Compliance and Time Savings: Issuers save time and costs as they don’t need their own time-consuming and costly § 32 KWG permission for investment intermediation.

  • Risk Minimization: Liability risk related to intermediation activities is assumed by Effecta GmbH.

  • Increased Attractiveness for Investors: The liability umbrella and associated regulatory compliance increase investor trust and strengthen the attractiveness of crypto securities offered through the platform.

  • Market Access: Through cooperation with Effecta, issuers gain access to regulated markets and a broader investor base, including institutional investors.

  • Reputation and Trust: Effecta GmbH’s reputation as an established financial services institution positively impacts issuers’ and their projects’ image.

  • Relief from Compliance Tasks: Effecta handles complex compliance tasks, freeing issuers’ time and resources for project development.

  • Access to Expertise: Issuers benefit from Effecta GmbH’s expertise in compliance and risk management.

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Cooperation and Process Flow (Simplified Representation)

ecrop and Effecta work closely together to ensure smooth operations and compliance with all regulatory requirements.

  • Provision of White-Label Platform: ecrop develops and operates the white-label crowdinvestment platform and provides necessary interfaces to Effecta. The platform is designed to meet requirements of eWpG (Electronic Securities Act) and other relevant laws and regulations.

  • Contractual Agreement between Issuer and Effecta: The ecrop customer (issuer) enters into a separate contract with Effecta to use the liability umbrella service.

  • Process for Crypto Securities Intermediation (via White-Label Platform with Liability Umbrella - Simplified Representation):

    1. Issuance and Platform Offering: The issuer creates their crypto securities emission offering on ecrop’s white-label platform.

    2. Investor Subscription: Investors can subscribe to offered crypto securities through the platform. Subscription occurs through ecrop-provided interfaces integrated into the platform to Effecta.

    3. Processing through Effecta: Effecta GmbH processes crypto securities subscription and ensures compliance with all regulatory requirements.

    4. Monitoring and Reporting: ecrop monitors transactions and regularly reports to Effecta. Effecta monitors issuer compliance with requirements.

Brokerage and PlacementDORA (Digital Operational Resilience Act)