Our digital asset lawyers can advise on the FCA authorisation procedure for qualifying cryptoasset firms, together with compliance and regulatory advice, corporate structuring, general commercial, intellectual property and data protection issues relating to your cryptoasset business.
Digital Asset and Blockchain Services
Herrington Carmichael is a full service law firm offering legal advice to UK and international businesses as well as individuals and families.
FCA Authorisation and Compliance
Navigating the FCA’s regulatory framework can be complex, particularly for businesses operating in the fast-evolving digital assets sector. We advise cryptoasset firms, fintechs and blockchain businesses on FCA authorisation requirements, helping them understand whether their activities fall within the UK regulatory perimeter and assisting with FCA applications where required. Our support extends beyond authorisation to ongoing compliance obligations, including governance, anti-money laundering controls, financial promotions, systems and controls, and regulatory reporting. We work closely with clients to develop practical compliance frameworks that support commercial growth while managing regulatory risk. Whether you are launching a new cryptoasset business, expanding regulated activities or responding to FCA supervisory engagement, we provide clear, commercially focused advice tailored to your business model and regulatory objectives.
Regulatory Perimeter and Risk Assessments
Understanding whether a product, service or business model is regulated is often one of the most critical issues facing digital asset businesses. We provide detailed regulatory perimeter assessments to determine how UK financial services regulation applies to cryptoassets, tokenised products, blockchain platforms and related services. Our advice helps businesses identify potential regulatory triggers, understand licensing requirements and assess legal and compliance risks before launching new products or entering new markets. We also conduct broader regulatory risk assessments and regulated activities analyses, reviewing business models, marketing activities, customer journeys and operational structures to identify areas of exposure and recommend practical mitigation strategies.
Stablecoin Regulation
Stablecoins are increasingly becoming a key part of the digital asset ecosystem and are attracting significant regulatory scrutiny in the UK and internationally. We advise issuers, exchanges, custodians and fintech businesses on the legal and regulatory issues associated with fiat-backed and other stablecoin arrangements. Our services include assessing proposed stablecoin structures, analysing applicable regulatory requirements, advising on reserve and custody arrangements, governance frameworks and consumer protection considerations, and supporting compliance with evolving UK regulatory developments. We help clients understand how stablecoin activities interact with broader financial services and payments regulation, ensuring that regulatory risks are identified and addressed at an early stage. Our advice is designed to support innovation while providing the legal certainty needed to operate in an increasingly regulated environment.
Cross-Border Regulatory and Corporate Structuring
Digital asset businesses frequently operate across multiple jurisdictions, creating complex regulatory, corporate and operational challenges. We have a network of partners in various jurisdictions that we can collaborate with to provide you with the most suitable group structure, holding companies and operational entities for your business. Whether entering the UK market, expanding overseas or restructuring existing operations, we provide practical advice to help clients navigate an increasingly complex global regulatory environment.
Commercial Contracts for Cryptoasset platforms
Our services include preparing and advising on terms of business, customer agreements, custody arrangements, liquidity provider agreements, market maker agreements, partnership contracts and outsourced service provider agreements. We focus on key areas including allocating risk appropriately, protecting intellectual property and technology assets, managing liability and ensuring contractual arrangements reflect regulatory and operational requirements. By combining commercial and regulatory expertise, we help clients develop contractual frameworks that are robust, enforceable and aligned with the unique legal and operational risks associated with digital asset businesses.
Technology and SaaS contracts
Our services include drafting and negotiating software licensing agreements, SaaS terms and conditions, platform development agreements, API and integration contracts, white-label arrangements, cloud services agreements and technology outsourcing contracts. We work with clients to ensure that contractual arrangements protect commercial interests, intellectual property rights, data and confidential information while providing flexibility for future growth. Our approach is practical and commercially focused, helping businesses manage operational risk, allocate responsibilities clearly and establish strong contractual foundations for technology-driven products and services.
Crypto Project Commercial Agreements
Launching and scaling a crypto project requires a range of carefully structured commercial agreements to support development, growth and stakeholder engagement. We advise founders, developers, investors and project teams on the negotiation and preparation of contracts covering strategic partnerships, joint ventures, development arrangements, advisory engagements, marketing and influencer relationships, community management and token-related projects. We help clients structure agreements that clearly allocate rights, responsibilities and risks while addressing the unique legal and regulatory considerations associated with digital assets and blockchain technology. Our advice is tailored to the commercial objectives of each project, providing practical legal support throughout the project lifecycle, from early-stage development through to commercialisation, expansion and investment.
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Frequently Asked Questions
Find answers to your most pressing questions about our services and processes.
How is the cryptoasset regulation changing in the UK and what does the incoming regime look like?
At present, most cryptoasset businesses are primarily regulated under two key frameworks:
- The Money Laundering Regulations
- The Financial Promotions Regime
Importantly, FCA registration under the MLRs is not the same as being FCA authorised, and many crypto firms currently operate without being subject to the broader conduct, prudential and governance rules that apply to traditional financial services firms
This is set to change. The UK Government has introduced legislation that will bring a wide range of cryptoasset activities within the Financial Services and Markets Act (FSMA) regulatory framework. Firms conducting activities such as operating cryptoasset trading platforms, dealing in cryptoassets, arranging transactions, custody, stablecoin issuance and certain other crypto services will generally require FCA authorisation.
The new regime is expected to come into force on 25 October 2027 and will introduce requirements relating to governance, conduct, consumer protection, disclosures, market abuse, prudential standards and operational resilience. For many crypto firms, this will represent a move from a predominantly AML-focused regime to a comprehensive financial services regulatory framework.
How does the UK compare with EU’s MICA regime?
Although there are similarities, the UK has chosen a different approach from the EU’s Markets in Crypto-Assets Regulation (MiCA). Businesses already authorised or compliant under MiCA should not assume they can automatically operate in the UK. Separate UK regulatory analysis is usually required, particularly regarding marketing, custody, trading platforms and stablecoin activities, and in any event separate FCA authorisation is likely to be required.
Can we use our global terms and conditions for UK customers?
UK consumer protection, financial services and data protection laws may require changes to customer-facing documentation. Terms drafted for another jurisdiction often fail to address UK-specific regulatory requirements, dispute resolution provisions and consumer rights. A UK legal review can help ensure documentation is enforceable and fit for purpose.
We’re launching a token. Do we need legal documentation beyond a whitepaper?
A whitepaper is often only one part of the legal framework. Depending on the project, businesses may require terms of sale, token holder terms, website terms, privacy notices, partnership agreements, development agreements and investment documentation. Regulated activities analysis and applicable FCA authorisation applications are also key parts of the process. Further, proper legal documentation can help reduce uncertainty and manage commercial and regulatory risks.
Do we need contracts with influencers and ambassadors?
Many crypto projects rely on influencers, key opinion leaders (KOLs) and community ambassadors to promote products and services. Written agreements should clearly define deliverables, payment arrangements, ownership of content, compliance obligations and termination rights. This is particularly important given increasing scrutiny of crypto marketing activities. Legal input at an early stage is important to ensure that arrangements are structured appropriately, that arrangements are compliant and that your business is protected.