Buy-side acquisition · Poland · CASP / MiCA
Buy a CASP in Poland — MiCA-authorised crypto licence
Cadena Brokers represents acquirers buying Polish crypto-asset service providers. Our scope covers RDWW-registered VASPs converting into MiCA CASPs, and (once the Polish Crypto-Assets Market Act is enacted) directly authorised CASPs under KNF supervision. The deepest VASP target pool in the EU sits inside an unusually compressed valuation window. We broker the buy side only.
Why Poland
1,298 registered VASPs and a stalled implementation Act
Poland is, by registrant count, the EU’s largest crypto-asset jurisdiction. As of 13 January 2026 the Register of Virtual Currency Activity (Rejestr działalności w zakresie walut wirtualnych, the RDWW) lists 1,298 active entities, multiples of Lithuania’s, Estonia’s, or Cyprus’s count. For an acquirer building scale through bolt-on transactions, no other member state offers comparable depth.
The catch is regulatory. President Karol Nawrocki vetoed the Polish Act on the Crypto-Assets Market on 12 February 2026 (the second presidential veto, after one in December 2025). Until the Act passes, the Polish Financial Supervision Authority (Komisja Nadzoru Finansowego, KNF) has no domestic statutory authority to authorise CASPs under Regulation (EU) 2023/1114 (“MiCA”). KNF has been clear that it cannot bridge the gap by administrative practice; the Act is structurally required.
Patient acquirers see the upside. RDWW VASPs operate under MiCA Article 143(3) transitional rules until 1 July 2026 (a hard EU deadline, not a national one). Pre-Act uncertainty depresses target valuations now. When the Act enacts, and a successor parliamentary effort is moving, Polish VASPs holding the right governance and AML posture will convert into CASP authorisations under grandfathering provisions. Buy in the uncertainty, hold through the transition, exit (or operate) with a Polish-passported CASP across the entire EU.
It is the contrarian thesis. Most acquirers chase Lithuania, Cyprus, or Malta because those regulators are open for business today. We work the Polish file because the asymmetric outcome favours buyers who can underwrite the transition risk.
What the licence permits
MiCA Title V scope under KNF supervision
A Polish CASP, once authorised, will provide any combination of the ten crypto-asset services in MiCA: custody and administration of crypto-assets on behalf of clients; operation of a trading platform; exchange of crypto-assets for funds or other crypto-assets; reception and transmission of orders; execution of orders on behalf of clients; placement; portfolio management; investment advice; transfer services; and the provision of crypto-asset transfers between distributed ledger addresses.
Statutory minimum capital under MiCA scales with service class: EUR 50,000 for Class 1 (advice, reception/transmission, transfer, placement, execution), EUR 125,000 for Class 2 (custody, exchange, portfolio management, advice on offerings), and EUR 150,000 for Class 3 (operation of a trading platform). Polish national rules add specific governance, IT-resilience, and own-funds requirements at the corresponding tier.
AML obligations sit with the General Inspector of Financial Information (Generalny Inspektor Informacji Finansowej, GIIF). Quarterly reporting under the Polish AML/CFT Act, full Know-Your-Transaction implementation, and the EU Travel Rule for crypto transfers are all in scope. The maximum administrative penalty per breach is EUR 1,000,000, or twice the benefit obtained from the breach (whichever is higher), the same ceiling that applies to PI and EMI breaches under Polish supervision.
Change of control of an authorised Polish CASP will trigger a KNF approval procedure modelled on the Banking Act and the Polish PI/EMI regime. The prospective acquirer files a notification, KNF runs a fit-and-proper assessment over the indirect and direct shareholders, and a non-objection determination is issued within statutory timelines. (Under the present transitional posture this procedure attaches to RDWW VASPs by analogy through general AML supervision; once the Act enacts, CASP-specific change-of-control rules apply.)
What we broker
RDWW VASPs converting into CASPs, and clean CASP shells once available
Today the Polish file is, in practice, an RDWW VASP file. We screen targets against three diligence gates that determine convertibility:
- AML programme depth. The 2024-2025 GIIF inspection cycle separated paper-only VASPs from operationally compliant ones. We avoid the former; they will struggle to convert under any grandfathering regime KNF designs. Our review covers transaction-monitoring system maturity, KYC vendor stack, sanctions-screening posture, suspicious-transaction reporting cadence, and the senior AML officer’s tenure.
- Banking continuity. Polish banks have, since 2023, run hot-and-cold cycles on crypto-business correspondent accounts. A VASP with two operating PLN settlement banks plus a euro-denominated EMI relationship is structurally different from a VASP routing through a single Lithuanian EMI. We map every settlement leg in the data room.
- FTE retention and Polish-resident officers. A change of control without retention of the Polish-resident management board and the senior AML officer creates re-authorisation risk under any successor CASP regime. We negotiate retention packages and post-closing service arrangements in the SPA.
We do not name targets in marketing copy. Our pipeline is presented to qualified acquirers in NDA after a proof-of-funds review and a written acquisition thesis. That keeps target boards willing to engage and keeps the file clean from price-discovery leakage.
Acquisition process
From mandate to closing
Mandate intake, target screening (typically 8 to 14 RDWW VASPs that fit a buy-side thesis), structured outreach under NDA, indicative offers, full diligence (legal, AML, banking, IT), SPA negotiation, change-of-control filing where applicable, and closing with FTE retention secured. We aim for expedited closings on Polish targets. The regulatory uncertainty cuts both ways, and well-prepared acquirers move faster than counterparties expect.
For a more detailed walkthrough see the process overview on the Cadena homepage.
Why Cadena
Buy-side mandates, fintech-only, EU 27 + UK
- We work for acquirers, not sellers. Cadena Brokers does not list assets. We represent strategics and financial sponsors who want a Polish CASP (or its RDWW VASP precursor) inside their group. Targets understand that distinction, and it changes how diligence is run.
- Fintech M&A only. The Polish file is not a generic legal-marketing exercise. It is a regulated-business acquisition where the AML programme, banking stack, and KNF posture matter more than the SPA’s purchase-price clause. We staff every Polish mandate with a fintech-M&A counterpart; we do not subcontract.
- EU 27 + UK coverage. See our full coverage map. Acquirers running a multi-jurisdiction MiCA strategy frequently weigh Poland against other EU CASP options and against the Polish EMI or PI route. We brief the trade-offs, then build the file the acquirer commits to.
FAQ
Buy-side questions on Polish CASPs
Can I buy a CASP licence in Poland today?
Not strictly a CASP. Poland has no authorised CASPs yet because the national Crypto-Assets Market Act has not been enacted (the President vetoed it twice, most recently in February 2026). What an acquirer can buy today is an RDWW-registered Polish VASP operating under MiCA’s Article 143(3) transitional rules until 1 July 2026. When the Act enacts, that VASP becomes a candidate for grandfathered conversion into a Polish CASP authorisation. Cadena structures the acquisition to maximise convertibility, including AML-programme uplift and KNF-fit-and-proper readiness work between signing and closing.
Is there a Polish CASP licence for sale right now?
What is on the market are RDWW-registered Polish VASPs, entities that, post-MiCA-transposition, are positioned to convert into CASP authorisations. Pure CASP shells will only appear once the Polish Act is in force and KNF starts issuing authorisations (likely Q3-Q4 2026 onwards). Cadena’s pipeline today is RDWW-VASP-led; we add direct-CASP targets to the same pipeline as the regulatory calendar opens up. To be briefed on current targets, send a buy-side mandate via the contact page.
What is the difference between a Polish VASP and a CASP?
A Polish VASP is registered in the RDWW (Rejestr działalności w zakresie walut wirtualnych) under the AML/CFT Act, primarily an AML registration, not a prudential authorisation. A CASP is authorised under MiCA Title V to provide crypto-asset services across the EU under a single licence with passporting. The CASP regime brings prudential capital, governance, IT-resilience, conduct-of-business, and supervisory reporting requirements that the RDWW regime never imposed. In Poland the conversion path requires the national implementation Act and KNF supervisory authority, both still pending as of May 2026. Acquirers buy VASPs now, anticipating the conversion; sellers price with that arc already partially in the offer.
When does the MiCA transitional period end in Poland?
1 July 2026, and that date cannot be extended by Polish national law or by a KNF decision. It is fixed in MiCA itself (Article 143(3)). RDWW-registered Polish VASPs may continue providing crypto-asset services until that date, or until they obtain a CASP authorisation, whichever happens first. If the Polish Act has not enacted by 1 July 2026, RDWW VASPs face a service-cessation cliff, which is precisely why the parliamentary urgency around the Act has intensified, and why acquirer interest in well-positioned RDWW targets is sharpening.
Why is Poland slower than other MiCA jurisdictions?
The Polish national Act on the Crypto-Assets Market is the statutory authority KNF needs to authorise CASPs. Two presidential vetoes (December 2025 and February 2026) have stalled it. The substantive reasons span KNF resourcing, sanctions interplay with crypto-mixer rules, and political contestation over whether a national CASP regime should track or extend the EU minimum. None of those reasons makes Poland a bad jurisdiction post-enactment, quite the opposite. They make Polish targets cheaper than equivalent assets in jurisdictions that authorised early. Acquirers underwriting the transition risk see that asymmetry as the trade.
Open a Poland mandate
Brief us on what you want to acquire
Send us your buy-side thesis (service scope, capital available, banking preferences, integration timing) and we screen the Polish RDWW VASP universe against it. The first round is a short-list with rationale, no NDA-bound target details. If the short-list works, we move to NDA outreach and structured intake. Buy-side only.
