CASP · Buy-side acquisition

Buy a CASP in Romania

Crypto-Asset Service Provider (MiCA-authorised) · Jurisdiction: Romania
Supervisor: Autoritatea de Supraveghere Financiară (ASF)

Buy-side acquisition · Romania · CASP / MiCA

Buy a CASP in Romania: MiCA-authorised crypto licence

Cadena Brokers represents acquirers buying Romanian crypto-asset service providers under the new MiCA-CASP regime. Our scope covers ASF-supervised authorisations under Government Emergency Ordinance 10/2025 — the Romanian transposition of Regulation (EU) 2023/1114 (MiCA) — and legacy crypto-asset service providers transitioning through the EU passporting framework. Romania pairs a lean authorisation procedure with one of the lighter setup profiles in the EU. We broker the buy side only.

Brief us on a Romania mandate See our EU coverage

Why Romania

ASF supervision under GEO 10/2025, with an ADR technical gate that filters the field

The Autoritatea de Supraveghere Financiară (ASF) is Romania’s competent authority for non-banking crypto-asset service providers under MiCA. Banking-sector CASPs sit under the Banca Națională a României (BNR), the central bank, while ASF supervises everything else. The statutory anchor is Government Emergency Ordinance No. 10/2025 (Ordonanța de urgență 10/2025), which transposed MiCA into Romanian law and brought the legacy crypto-asset operators inside the formal supervisory perimeter for the first time.

What distinguishes the Romanian file from neighbouring CEE jurisdictions is the Authority for Digitalisation of Romania (Autoritatea pentru Digitalizarea României, ADR). Before ASF issues a CASP authorisation, ADR runs a separate technical clearance on the firm’s IT architecture: system resilience, cryptographic-key custody, operational continuity, anti-tampering controls. Files routinely clear the ASF prudential and AML gates and then stall at ADR for months while infrastructure attestations are rebuilt. Acquirers underestimate this; sellers know it.

The GEO 10/2025 transitional window for legacy operators expired on 30 November 2025. The EU-wide MiCA Article 143(3) grandfathering runs to 1 July 2026 for crypto-asset services already provided before 30 December 2024. Between those two dates, the Romanian market is in the squeeze: legacy operators that did not file within their domestic transitional period are running out the EU clock on the back foot, while pre-vetted candidates that filed inside the GEO 10/2025 window now hold the procedurally cleaner files.

For a buy-side thesis, that asymmetry is the opportunity. Targets with the Romanian transitional filing already inside ASF run shorter authorisation distances. Targets without it (and there are plenty) trade at a discount that reflects the additional ADR and AML programme work an acquirer would have to fund post-closing.

What the licence permits

Title V MiCA scope, three capital classes, EU passporting

A Romanian CASP authorisation lets the entity provide any combination of the ten crypto-asset services enumerated in MiCA Title V: 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. Once authorised, the entity passports across the EU 27 under the standard MiCA notification procedure, with no second authorisation needed in any other member state.

Statutory minimum capital under MiCA Annex IV scales with service class: EUR 50,000 for Class 1 (advice, reception/transmission, placement, transfer, execution), EUR 125,000 for Class 2 (custody, exchange, portfolio management), and EUR 150,000 for Class 3 (operation of a trading platform). The Romanian implementation adds governance, fit-and-proper, and IT-resilience requirements at the corresponding tier. AML supervision sits jointly with ASF and the Oficiul Național de Prevenire și Combatere a Spălării Banilor (ONPCSB), Romania’s financial intelligence unit, with the EU Travel Rule and full Know-Your-Transaction implementation in scope.

Change of control of an authorised Romanian CASP triggers a qualifying-holdings procedure under MiCA Article 42, transposed through GEO 10/2025. The prospective acquirer files a notification with ASF identifying the indirect and direct shareholders crossing the relevant thresholds (10%, 20%, 30%, 50% of voting rights or capital). ASF runs a fit-and-proper assessment on each acquirer in the chain, looking at financial standing, source of funds, regulatory history, and integrity of management, then issues a non-objection determination within statutory timelines. Closing without that non-objection invalidates the change of control and exposes both parties to administrative sanction. Cadena structures every Romanian SPA so the qualifying-holdings filing runs in parallel with diligence, not after it.

What we broker

Pre-vetted Romanian CASP candidates, banking-ready, change-of-control-fileable

The Romanian universe is smaller than Poland’s and less commoditised than Lithuania’s. We screen Romanian targets against four diligence gates that determine whether a deal completes inside a reasonable acquirer timetable:

  • ASF transitional filing position. Did the target file within the GEO 10/2025 transitional window before 30 November 2025? Files inside the window have a procedurally smoother path to full CASP authorisation; files outside it are running on EU-only grandfathering until 1 July 2026 and then face a service-cessation cliff if no authorisation issues. The distinction is dispositive for valuation.
  • ADR technical readiness. Has the target completed, or made meaningful progress on, the ADR IT clearance? We review the system architecture documentation, key-management posture, business-continuity testing record, and any ADR correspondence. Targets with passable ADR posture are rare and price accordingly.
  • Banking continuity. Romanian banks have a mixed appetite for crypto-business correspondent accounts. A target with a working RON settlement bank, a euro-denominated EMI relationship for cross-border flows, and a documented banking-stability narrative trades better than a target routing entirely through foreign EMIs.
  • FTE and Romanian-resident officer retention. Change of control without retention of the Romanian-resident management board, the senior AML officer, and the IT-systems owner creates re-authorisation risk under ASF’s fit-and-proper review. We negotiate retention into the SPA, not as an afterthought.

We do not name targets in marketing copy. Our pipeline is presented to qualified acquirers under NDA after a proof-of-funds review and a written acquisition thesis. That keeps target boards willing to engage and keeps the file clean.

Acquisition process

From mandate to closing

Mandate intake, target screening (typically 4 to 8 Romanian candidates), structured outreach under NDA, indicative offers, full diligence (legal, AML, banking, IT, ADR clearance status), SPA negotiation, qualifying-holdings filing with ASF, ADR liaison where outstanding, and closing with FTE retention secured. We aim for expedited closings on Romanian targets where the transitional filing is in order; the limiting factor is normally ADR, not ASF.

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 and does not represent target boards. We act for strategics and financial sponsors who want a Romanian CASP inside their group. Targets understand that distinction, and it changes how diligence is run on the Romanian file in particular, where the ADR gate puts a premium on infrastructure honesty.
  • Fintech M&A only. Romania is not a generic legal-marketing exercise. ASF’s fit-and-proper review on indirect acquirers, the ADR technical clearance, and ONPCSB AML interplay all need a counterpart who has run them before. We staff every Romanian mandate with a fintech-M&A lead; we do not subcontract to general-practice firms.
  • EU 27 + UK coverage. See our full coverage map. Acquirers running a multi-jurisdiction MiCA strategy frequently weigh Romania against Poland and Hungary in the CEE corridor, and against the broader EU CASP universe. We brief the trade-offs on a single call, then build the file the acquirer commits to.

FAQ

Buy-side questions on Romanian CASPs

Is there a CASP licence for sale in Romania?

Authorised Romanian CASP shells exist, though the universe is narrower than in early-mover EU jurisdictions like Lithuania or Cyprus. Most acquirable Romanian assets today are entities that filed within the GEO 10/2025 transitional window before 30 November 2025 and are mid-procedure on full ASF authorisation, often with the ADR technical clearance still in flight. Those assets sell at a discount to fully-authorised competitors and are the right target profile for an acquirer comfortable funding the residual authorisation work. Send a buy-side mandate via the contact page for a current short-list.

Can I buy a Romanian MiCA crypto licence as a non-EU acquirer?

Yes. There is no nationality restriction on direct or indirect shareholders of a Romanian CASP, only the standard MiCA Article 42 qualifying-holdings procedure. ASF runs a fit-and-proper review on every acquirer in the control chain (financial standing, source of funds, regulatory history, integrity). Non-EU acquirers add documentation depth but not procedural friction; the file is the same. We have walked acquirers from the GCC, the UK, and the US through the Romanian process, and the diligence questions sharpen on banking and tax structuring rather than on regulator posture.

How do I obtain a CASP licence in Romania, by acquisition rather than greenfield?

Acquisition is the faster route where a candidate target sits already inside the ASF supervisory perimeter under the GEO 10/2025 transitional filing. The acquirer signs an SPA conditional on ASF non-objection under the qualifying-holdings procedure (MiCA Article 42), files the change-of-control package, satisfies any outstanding ADR technical-clearance work, and closes after the non-objection issues. The greenfield alternative (incorporating, capitalising, building governance and IT, then filing for authorisation) is procedurally cleaner but typically takes longer than acquiring a target with an in-process file. We brief both routes during mandate intake.

What is the difference between a Romanian legacy crypto operator and a MiCA-authorised CASP?

Before GEO 10/2025, Romania regulated crypto-asset service providers through ONPCSB AML registration and general consumer-protection rules; there was no prudential authorisation as such. A MiCA CASP is authorised under Title V of Regulation (EU) 2023/1114, which brings statutory minimum capital, formal governance, fit-and-proper assessment of management and qualifying shareholders, IT-resilience standards, conduct-of-business rules, and supervisory reporting obligations the legacy regime never imposed. Acquirers buying a legacy operator today are buying a transitional asset whose value depends on whether it converts cleanly into an ASF authorisation before the 1 July 2026 EU deadline.

When does the MiCA transitional period end in Romania?

Two dates matter, and they do different things. Romania’s domestic transitional window under GEO 10/2025 expired on 30 November 2025; legacy operators that did not file within it are no longer inside the Romanian transitional protection. The EU-wide MiCA Article 143(3) grandfathering, by contrast, runs until 1 July 2026 for crypto-asset services already provided before 30 December 2024, and that EU date cannot be extended by Romanian national law or by ASF decision. Targets that filed in time inside the GEO 10/2025 window, and that complete ASF authorisation before 1 July 2026, transition without service interruption. Targets that did neither face a cliff.

Does buying a Romanian CASP let me passport into the rest of the EU?

Yes. A CASP authorisation issued by ASF under MiCA carries a single-licence right to provide crypto-asset services across the EU 27 under the host-state notification procedure (MiCA Article 65). The target entity remains supervised by ASF as home regulator; host-state regulators are notified, not approached for separate authorisation. This is the structural reason an acquirer with EU-wide ambitions can rationally pick Romania over a heavier-capital jurisdiction: the licence reach is the same, the supervisory profile is leaner, and the cost-of-operation profile favours the acquirer.

Open a Romania mandate

Brief us on what you want to acquire

Send us your buy-side thesis — service scope under MiCA Title V, capital deployable, banking preferences, integration timing, tolerance for residual ADR work — and we screen the Romanian 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.

Send a Romania brief See the MiCA hub