CNMV publishes new criteria on funds, private equity, MiCA and the activity of ‘influencers’

The Spanish National Securities Market Commission (CNMV) has today published new criteria related to the supervision of entities and investor protection. To this end, it has updated two sets of Questions and Answers (Q&A) and created a new specific block on the application of the MiCA Regulation.

Specifically, the CNMV has updated:

The Q&A on the regulations governing collective investment schemes (CIS) and private equity entities (ECR).
The Q&A on the application of the MiFID II Directive.

In addition, it has published a new block of questions and answers on the regulation of crypto-assets under the MiCA Regulation.

Key developments

Regulations on CIS, private equity and other closed-ended vehicles

With regard to Free Investment Collective Investment Schemes (IICIL), a new criterion has been introduced on the setting of limits on periodic redemptions for vehicles investing in private assets, commonly known as evergreen funds.
Following the entry into force of the MiCA Regulation, the previously published criterion has been adjusted to allow certain retail investors to invest in Free Investment Funds with exposure to cryptocurrencies.
For private equity entities, two new questions have been added establishing transparency guidelines:
- On financing transactions and the leverage involved.
- On the calculation of fees when the reference is the entity’s committed capital.

Application of the MiFID II Directive

Clarification is provided on when advertising activities carried out by ‘influencers’ or other collaborators may be considered client acquisition, which is a reserved activity. In particular, marketing will be deemed to exist when remuneration is linked to the volume or number of clients acquired, or when there is interaction with followers to create ongoing client relationships, among other factors.
The characteristics that bilateral OTC derivatives must meet in order to be offered to clients with a hedging purpose are also detailed.

New block of questions and answers on MiCA

The CNMV has also published a new set of Q&A on the MiCA Regulation, outlining the criteria applied in authorisation and notification procedures, as well as guidelines for the provision of crypto-asset services. In addition, issues relating to the transitional period, which will end on 1 July 2026, are addressed, and entities are reminded of the need to submit authorisation applications sufficiently in advance.

Through these actions, the CNMV strengthens legal certainty, investor protection and regulatory clarity in key areas of the financial markets.