MARKET CONDUCT RULEBOOK REQUIREMENTS UNDER VARA
Client-first conduct, transparent markets. From watertight client agreements and complaints SLAs to investor class gating, public disclosures, insider-list hygiene, own-account trading prohibitions, and VA Standards.
We turn the Market Conduct Rulebook into live artefacts: client-agreement suites, complaint workflows, investor-class gating, disclosures, insider-list controls, and VA Standards with on-going reviews.
SCOPE & CUMULATIVE APPLICATION (OVERVIEW)
The Market Conduct Rulebook applies to all VARA-licensed VASPs and adds to the Company, Compliance & Risk Management, Technology & Information, and activity-specific rulebooks.
PART I —
MARKETING, ADVERTISING & PROMOTIONS
Follow the Marketing Regulations.
All marketing must comply with VARA’s 2024 Marketing Regulations (separate rule set).
PART II —
CLIENT AGREEMENTS (WHAT MUST BE IN EVERY CLIENT CONTRACT)
Written, fair, clear, and accepted.
Written, fair, clear, and accepted before service. Client Agreements must specify duties/responsibilities; be fair, clear, transparent, accurate; and be accepted in a legally compliant form before any VA Activity begins. Provide the client a copy; keep a full version history.
Core content (non-exhaustive)
legal identities (client & VASP); Group description; service scope; communication channels; fees; governing law; third-party providers used; when client VAs are outside VASP control and who is liable (and where located); clear statements that Client Money/Client VAs have no deposit protection; client assets remain client-owned (and when any asset is not owned by the client).
Extra provisions (where applicable)
Supported VAs; how you handle airdrops/forks/unsupported assets (impact assessment + client comms); risk-of-loss and mitigations (incl. custody). You may cross-reference published policies if they meet the “fair/clear” test and links stay accurate.
PART III —
COMPLAINTS HANDLING (WITH HARD TIMELINES)
Acknowledge.
Acknowledge within 1 week; resolve within 4 weeks (or explain “extraordinary circumstances” at 4 weeks and resolve by 8 weeks). Provide an easy template and multiple filing channels; no fees; keep a complete register of complaints, actions, and resolutions.
Publish procedures.
Publish procedures and define when/where you treat a message as a complaint; use complaint analysis to identify and fix root causes across products/processes.
PART IV —
INVESTOR CLASSIFICATIONS (RETAIL, QUALIFIED, INSTITUTIONAL)
Operate only within permitted.
Operate only within permitted investor classes per your Licence/conditions and any additional VARA restrictions. (IV.A.1)
Retail Investor
Anyone who is not Qualified or Institutional. (IV.A.2)
Qualified Investor (individual)
Relevant VA/structured-product knowledge and either net assets ≥ AED 3,500,000 (with exclusions; count only 50% of VA market value) or annual income ≥ AED 700,000; periodic checks required. (IV.A.3.a.i–ii; exclusions and 50% cap apply)
Qualified Investor (entity)
Net assets ≥ AED 3,500,000 (50% cap on VA value) and directors with relevant VA knowledge. (IV.A.3.b)
Institutional Investor
Regulated financial entities, VASPs, governments/central banks/multilateral agencies with relevant VA knowledge. (IV.A.4)
PART V —
PUBLIC DISCLOSURES (PROMINENT, MACHINE-READABLE, ALWAYS UP-TO-DATE)
Publish on your website
Licence number; all authorised VA Activities with any restrictions and validity; names of all Responsible Individuals. (V.A.1–3)
Risk disclosure statements must cover
Extreme volatility, transfer/irreversibility constraints, illiquidity, public-DLT transparency, and risks of fraud/manipulation/theft (e.g., hacks) and lack of legal protections.
PART VI —
MARKET TRANSPARENCY (INSIDER LISTS + PERSONAL POSITIONS)
Insider Lists
Maintain/refresh complete lists of all Entities (Board, Staff, Group, advisors, providers) with access to Inside Information; record identity, reason, timestamp of access; update promptly; keep 8 years; obtain written acknowledgements about legal duties/sanctions.
Board/Staff positions policy
Define prohibited VAs/entities, approvals & notifications. Prior written approval required before staff open/modify/close VA positions, change outside shareholdings, or take outside directorships; 6-monthly notifications of VA holdings and external roles/shareholdings. Act to remove conflicts where identified (e.g., divest, resign).
PART VII —
TRADING OWN ACCOUNT (PROHIBITION WITH NARROW EXCEPTIONS)
General prohibition
VASPs may not actively invest their own or Group portfolios. Exception: prudent management of Net Liquid Assets and treasury/balance-sheet—maintain full records for 8 years. VARA decides what constitutes “active investing” (frequency, assets, volumes, duration, profit nature, etc.). (VII.A.1–3)
Group Entities
Comply with relevant Regulations; report Group own-account activity via CRM reporting.
PART VIII —
VA STANDARDS (LIST, DISCLOSE, MONITOR, SUSPEND)
Create and publish VA
Create and publish VA Standards for any VA you support; DD before and during service. Include factors like MC/FDV/liquidity, design/use cases, AML/CFT & IP risks, regulatory treatment/approvals, any bans, DLT security, issuer background, manipulation risks/mitigations, rights/enforceability where asset-linked, and correlation to any relevant physical markets.
Ongoing control
Reassess regularly; retain records 8 years; define suspension triggers; notify VARA if a VA no longer meets your standards and follow VARA directions; VARA may order a suspension.
What CRYPTOVERSE Legal delivers
Client-agreement suite
Client-agreement suite mapped to II.A–B with fork/airdrop & risk-of-loss language, version control, and 30-day change notices.
Complaints SLA & portal
1-week acknowledge/4-week resolve/8-week cap; root-cause analytics; multi-channel intake.
Investor-class gating
Policy + tech controls; KYC/attestations; 50% VA-value cap & asset-exclusion logic for Qualified Investors.
Public-disclosure kit
Licence/activities/RIs + VARA-compliant risk statement; machine-readable website section.
Insider-list/positions controls
Templates, approval workflows, 6-monthly certifications; conflict-remediation playbook.
Own-account trading guardrails
Treasury/NLA exception playbook and 8-year recordkeeping.
VA Standards framework
Criteria, assessments, website disclosure, periodic reviews, suspension & VARA-notification procedures.
FAQs
Yes, with mandatory content and version control; clients must receive a copy and 30-day notice before changes.
Acknowledge ≤1 week; resolve ≤4 weeks; if extraordinary, explain at 4 weeks and resolve by 8 weeks.
No. You must follow the Marketing Regulations; Market Conduct sits on top of them.
Only for prudent NLA/treasury management with full 8-year records. Active investing is prohibited.
Yes — and re-assess VAs regularly; you must be able to suspend and notify VARA if standards fail.