Buy-side acquisition · Hungary
Buy a CASP in Hungary — MiCA-authorised crypto licence via the MNB
Acquirers needing a Hungarian crypto-asset service provider authorisation can buy an existing CASP rather than queue at the Magyar Nemzeti Bank. Cadena brokers MiCA-CASP and converting VASP targets in Hungary to acquirers only. Buy-side mandates, no listings.
Why Hungary now
The MNB took over crypto supervision and built a national layer on top of MiCA
Hungary’s crypto regime sits inside Regulation (EU) 2023/1114 (MiCA), implemented domestically through Act VII of 2024 (the Hungarian Crypto Act). Supervision was consolidated under the Magyar Nemzeti Bank (MNB) on 30 June 2024, and CASP authorisations are now issued by the MNB under MiCA Article 59. The transition window for previously registered VASPs to file a CASP application closed 1 July 2025; since then, providing crypto-asset services in Hungary without MNB authorisation is criminal exposure.
What makes Hungary distinct in the EU map is the second supervisory layer that the MNB does not run. Decree 10/2025 created a parallel Validator regime under SARA (the Supervisory Authority for Regulated Activities), effective 27 December 2025. Every crypto-to-fiat or crypto-to-crypto transaction routed through a Hungarian CASP must be pre-validated by a SARA-licensed Validator that checks origin of assets, wallet ownership, associated persons and database screens. This is a Hungary-only obligation that does not exist elsewhere in MiCA. For an acquirer it changes diligence: the target’s Validator integration is now part of operational continuity, not a footnote. It does not change the value of the licence itself, which still passports across the EEA.
Scope
What a Hungarian CASP licence actually permits
The MNB-issued CASP authorisation covers the Title V crypto-asset services chosen at application: custody and administration of crypto-assets on behalf of clients, operation of a trading platform, exchange of crypto-assets for funds, exchange of crypto-assets for other crypto-assets, execution of orders, placing of crypto-assets, reception and transmission of orders, providing advice on crypto-assets, providing portfolio management on crypto-assets, and providing transfer services for crypto-assets. The authorisation document specifies which subset the firm is permitted to provide; scope expansion is filed as an amendment with the MNB.
Statutory minimum capital tracks MiCA’s three-class tiering: EUR 50,000 for class 1 (advice, reception/transmission of orders, execution, placing, transfer), EUR 125,000 for class 2 (everything in class 1 plus exchange and portfolio management), and EUR 150,000 for class 3 (custody and operating a trading platform). A Hungarian CASP must maintain a registered office in Hungary and conduct at least part of its substantive crypto-asset activity there. The MNB takes that substance requirement seriously at authorisation and in ongoing supervision. Safeguarding rules (segregated client crypto-asset accounts, written custody and key-management policies), AML/CFT compliance under Act LIII of 2017, and the DORA ICT-resilience framework all attach.
Change of control
The MNB examines the buyer separately from the licence file
A Hungarian CASP is a regulated entity, so a share-purchase that crosses 20%, 30% or 50% qualifying-holding thresholds requires prior MNB approval under MiCA Article 42 and the joint EBA/ESMA Guidelines on prudential assessment of acquisitions. The MNB reviews the proposed acquirer’s fit-and-proper standing, source of funds, and proposed governance against the same standards applied at de novo authorisation. The notification can be filed on the strength of an executed term sheet, so you do not have to wait for SPA signing to start the regulator’s clock. Filed early, the change-of-control assessment runs in parallel with commercial diligence and the buyer is at the controls without breaking the target’s continuity.
The Hungarian quirk worth pricing in: because the Validator regime is supervised by a separate authority (SARA, not the MNB), an acquirer’s Validator-integration arrangements are reviewed on a different track. A target that has stable Validator routing in place is a materially cleaner asset than one still in onboarding, and that does not show up on the MNB licence register. We run that as a separate piece of off-register diligence on every Hungarian mandate.
Mandate scope
What we broker on Hungarian CASP mandates
Our typical buy-side acquirer here is a non-EU exchange or wallet operator that wants an EEA passport without a fresh MNB application, an EMI or PI looking to bolt crypto-asset services onto a Hungarian payments stack, or a digital-asset infrastructure firm taking a regulated entry into Central European institutional flow. We pre-vet targets on the gates that decide CASP transactions in this jurisdiction: MNB supervisory standing (no open enforcement, clean inspection record), banking continuity (which Hungarian or pan-EU bank holds the operational and segregated client accounts, and whether they will support a change of beneficial owner), Validator integration (which SARA-licensed Validator the target routes through, and the contractual stability of that arrangement), AML programme depth under Act LIII of 2017, Travel Rule compliance, and key-personnel retention through closing.
We never list assets. We do not represent sellers. Mandates are exclusive to one acquirer per target file. Cadena is paid by the buyer.
Process
How a Hungarian CASP acquisition runs
We sign your mandate, build the target longlist against your service-class scope, run sourced approaches under NDA, and shortlist the names that survive a first-pass diligence. From there we run regulatory diligence in parallel with the MNB qualifying-holding submission so the approval clock moves while the SPA is being negotiated. Expedited closings on regulator-approved targets are standard when the change-of-control file is opened before SPA signing. Full step sequence sits at our process page.
Why Cadena
Three reasons acquirers brief us on Hungarian targets
- We track the converting-VASP cohort. Several dozen Hungarian VASP registrants filed CASP applications during the transition window. We map which already hold MNB authorisation, which are still in examination, which are sale candidates because they cannot fund Validator integration plus DORA plus ongoing capital, and which are quietly withdrawing.
- We coordinate the qualifying-holding file early. The repeated mistake on Hungarian deals is treating MNB approval as a closing condition rather than a critical-path workstream. We file the qualifying-holding notification before SPA signing on the strength of an executed term sheet, and pull the approval onto the deal calendar.
- Buy-side only, and Validator-aware. Most foreign advisors treat Hungarian CASP diligence the same as any other MiCA jurisdiction. The Validator track is a Hungary-only diligence gate that we test as a separate workstream, because a broken Validator arrangement at closing is a continuity problem your SPA cannot fix retroactively.
FAQ
Hungarian CASP acquisition questions we get asked
Buy a CASP licence in Hungary, what’s actually transferable?
The MNB-issued CASP authorisation attaches to the legal entity, not its shareholders. A share-purchase transfers control of the licensed firm and inherits whatever supervisory file the MNB has built on it. The licence itself does not move to a new entity; the entity moves to a new owner, subject to the MNB’s prior qualifying-holding approval. That approval examines the proposed acquirer’s fit-and-proper, source of funds and governance — separately from the licence file the MNB already cleared.
Is a Hungarian CASP for sale a faster path than a fresh MiCA application?
For most acquirers, yes. A de novo CASP application at the MNB runs roughly 6 to 9 months from a complete file, plus the substance build (registered office, Hungarian-resident senior management, Validator integration, banking arrangements). Acquiring an authorised CASP collapses that into the MNB qualifying-holding clock, which is shorter, runs on a defined statutory timeline, and can be filed in parallel with commercial diligence. The trade-off is what you are buying: target-specific diligence becomes the principal risk rather than application risk.
Can I buy a MiCA licence in Hungary and passport it across the EEA?
Yes. A Hungarian CASP authorisation is a MiCA authorisation, and MiCA authorisations passport into other EU and EEA member states by notification through the MNB. The Hungarian Validator obligation applies to transactions executed through the Hungarian establishment, not to passported activity originated in another member state, so the Validator regime is not a barrier to using the Hungarian licence as a regional platform. It does, however, attach to any volume kept on the Hungarian books.
What change-of-control approval does the MNB require for a CASP acquisition?
Under MiCA Article 42 and the joint EBA/ESMA Guidelines on prudential assessment of qualifying holdings, prior MNB approval is required for acquisitions crossing 20%, 30% or 50% of voting rights or capital. The notification covers acquirer identity, source of funds, financial soundness, fit-and-proper of proposed directors and key function holders, and the business plan post-acquisition. The MNB has a defined working-day clock once the file is complete; the practical objective is to land complete on first submission rather than re-file.
How does Hungary’s Validator system affect a CASP target’s diligence?
The Validator regime under Decree 10/2025, effective 27 December 2025, requires every Hungarian crypto-to-fiat and crypto-to-crypto transaction to be pre-validated by a SARA-licensed Validator. For an acquirer this means three additional diligence items: which Validator the target uses, how the contractual relationship is structured (volume tiers, exclusivity, exit notice), and how the integration handles operational continuity if the Validator changes. None of this shows in the MNB licence file. We diligence it as a separate workstream on every Hungarian mandate.
What does a Hungarian CASP cost to maintain post-closing?
Three running cost lines beyond initial capital: ongoing supervisory contributions to the MNB, the Validator service fee (per-transaction or volume-tiered, set by your SARA-licensed Validator), and the standard EU regulatory overhead (DORA ICT resilience, AML/CFT under Act LIII of 2017, financial reporting, audit). Substance, meaning the Hungarian registered office and locally based senior management, is not a closing cost but a continuing one. Targets with thin substance pre-closing are the ones that cost the most to integrate post-closing.
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