Cabo Verde -- Licensing Requirements Regulatory Overview

**Banco de Cabo Verde (BCV) Stance:**

The Banco de Cabo Verde (BCV), the central bank, has repeatedly issued public warnings regarding the risks associated with cryptocurrencies.

It has clarified that cryptocurrencies are **not legal tender** in Cabo Verde.

**Regulatory Reference (BCV):** While a specific URL for a single definitive statement might be hard to pin down as policies evolve and are communicated via press releases or general warnings, the BCV's official website is the primary source for their stance:

**Banco de Cabo Verde Official Website:** https://www.bcv.cv/

**Lack of Dedicated Licensing Regime:**

There are no specific laws or regulations that define a licensing framework for crypto exchanges, custody providers, or payment processors as distinct categories of financial institutions.

Unlike jurisdictions with bespoke crypto licenses (e.g., Malta, Gibraltar, UAE), Cabo Verde has not established such a system.

**Neither a specific licensing nor a dedicated registration regime** for Virtual Asset Service Providers (VASPs) exists in Cabo Verde.

Entities wishing to operate a business (including a crypto-related one) would need to comply with general company registration laws in Cabo Verde, but this is distinct from obtaining a financial services license.

If a company were to deal with **fiat currency** in a way that constitutes a traditional financial service (e.g., remittances, payment processing of traditional money), then *those specific activities* would fall under the BCV's existing licensing requirements for financial institutions, which are separate from crypto activities.

Cabo Verde has updated its AML/CFT laws to align with FATF recommendations, which include virtual assets and VASPs.

The **Financial Intelligence Unit (Unidade de Informação Financeira - UIF)** is the national authority responsible for receiving, analyzing, and disseminating suspicious transaction reports.

**Key Law:** **Lei n.º 1/IX/2021, de 16 de março**, on the Prevention and Combat of Money Laundering and the Financing of Terrorism, explicitly defines "Ativo Virtual" (Virtual Asset) and "Prestador de Serviços de Ativos Virtuais" (Virtual Asset Service Provider) and subjects them to AML/CFT obligations.

**UIF Cabo Verde Official Website:** https://www.uif.cv/ (This site provides information and guidance related to AML/CFT, including reporting obligations).

**Specific AML/CFT Requirements for VASPs (as "Reporting Entities"):**

**Customer Due Diligence (CDD/KYC):** Implementing robust KYC procedures to identify and verify the identity of customers, including beneficial owners. This means collecting name, address, date of birth, national ID, etc.

**Enhanced Due Diligence (EDD):** For higher-risk customers or transactions.

**Record-Keeping:** Maintaining records of customer identification data and transaction details for a specified period (typically 5-7 years).

**Suspicious Transaction Reporting (STR):** Reporting any suspicious transactions or activities to the UIF without delay.

**Risk Assessments:** Conducting a thorough assessment of money laundering and terrorist financing risks associated with their business operations, customers, products, and services.

**Internal Controls:** Establishing and maintaining appropriate internal policies, procedures, and controls to mitigate ML/TF risks, including the appointment of an AML compliance officer and staff training.

**Sanctions Compliance:** Adhering to national and international sanctions lists.

There are **no specific capital requirements** for crypto companies *as such*, due to the absence of a dedicated licensing regime.

However, any company registered in Cabo Verde must meet general corporate capital requirements for its chosen legal form (e.g., limited liability company). If a VASP were to engage in activities requiring a traditional financial license, then the BCV's substantial capital requirements for such licenses would apply.

There are **no specific local presence requirements** *for crypto activities alone*.

However, any company establishing a legal entity and operating physically in Cabo Verde would need to comply with general business registration and operational requirements, which often imply a local office, local directors (or resident representatives), and staff.

There is **no specific application process** for a "crypto license" in Cabo Verde.

If a VASP wishes to operate, its primary formal step would be to **register as a general commercial entity** with the relevant government agencies (e.g., Conservatória do Registo Comercial) and ensure compliance with tax, labor, and general business laws.

The most crucial ongoing "compliance" aspect would be rigorous adherence to the **AML/CFT obligations** under Lei n.º 1/IX/2021, including registering with and reporting to the UIF as required.

**Ensure robust AML/CFT compliance** from day one, in line with the Lei n.º 1/IX/2021 and guidance from the UIF.

**Monitor regulatory developments**, as the global landscape for crypto regulation is rapidly evolving, and Cabo Verde may introduce more specific frameworks in the future.

**Banco de Cabo Verde (BCV):** The central bank, responsible for monetary policy, financial stability, and prudential supervision. It has issued warnings and guidance on virtual assets.

**Comissão Nacional do Mercado de Valores Mobiliários (CNMVM):** The national securities commission, responsible for regulating the securities market.

**Agência Reguladora Multissectorial da Economia (ARME):** A multisector regulatory agency, which might have a role in some digital service aspects but less directly on securities classification.

**Investment Contract:** Where an investor (1) invests money (or other value) (2) in a common enterprise (3) with an expectation of profit (4) primarily from the efforts of others. This is the underlying principle behind tests like Howey, and it is a common legal concept in many jurisdictions.

**Shares or Participations:** Tokens representing ownership or a stake in a company or project.

**Bonds or Debt Instruments:** Tokens representing a loan that promises repayment with interest.

**Units in Collective Investment Schemes:** Tokens representing an interest in a fund or pooled investment.

**Investment Tokens (Security Tokens):** These are explicitly designed to represent traditional financial assets like equity, debt, or derivatives. They are the clearest examples.

**Asset-Backed Tokens:** Tokens representing ownership of physical assets (real estate, art, commodities), where the primary purpose is investment and speculation rather than direct utility of the underlying asset.

**Initial Coin Offerings (ICOs) / Security Token Offerings (STOs):** If the tokens are sold to raise capital for a project, and purchasers expect a return based on the project's success or the efforts of the issuer/team, they would very likely be deemed securities.

**Some Utility Tokens:** Even if labeled "utility," if the primary marketing and investor expectation is capital appreciation rather than immediate consumption of a service, and their value is tied to the efforts of the issuer, they could be reclassified as securities. This is particularly true if the utility is not yet functional or widely available at the time of sale.

**Registration/Authorization:** The issuer would need to register the offering with the **CNMVM** or obtain specific authorization before making the token available to the public. This would involve significant disclosure requirements.

**Prospectus Requirements:** Issuers would likely need to prepare and publish a detailed prospectus, providing comprehensive information about the token, the issuer, the underlying project, risks, and financial details, similar to a traditional public offering of shares or bonds.

**Issuer Obligations:** Compliance with ongoing reporting, governance, and transparency requirements.

**Anti-Money Laundering (AML) and Combating the Financing of Terrorism (CFT):** Even if a token is not a security, the BCV has emphasized that all entities dealing with virtual assets are subject to AML/CFT obligations. This is the most developed area of crypto regulation in Cabo Verde so far.

**Authorized Trading Platforms:** Trading would generally need to occur on regulated exchanges or platforms authorized by the CNMVM. Cabo Verde does not currently have specific regulated crypto exchanges for security tokens.

**Licensed Intermediaries:** Broker-dealers and other intermediaries facilitating the trading would need to be licensed by the CNMVM.

**Market Conduct Rules:** Rules against market manipulation, insider trading, and other abusive practices would apply.

**AML/CFT:** All participants in secondary trading, including exchanges and intermediaries, would be subject to stringent AML/CFT requirements.

**Warnings and Alerts:** Issuing warnings to the public about the risks associated with virtual assets, emphasizing their speculative nature, lack of regulation, and potential for fraud.

**AML/CFT Compliance:** Stressing that financial institutions and other entities involved in virtual asset activities must comply with existing AML/CFT laws.

**Banco de Cabo Verde (BCV) Official Website:**

This is the primary source for BCV communications, circulars, and warnings regarding financial matters, including virtual assets.

**BCV Circular nº 12/2022, de 16 de setembro de 2022 (Circular on virtual assets):**

This circular defines virtual assets and virtual asset service providers (VASPs) and outlines AML/CFT obligations for entities dealing with them. While not a securities law, it is the most significant regulatory document specific to crypto from the BCV.

**Finding it:** You would typically navigate to the "Legislação" or "Circulares" section on the BCV website and search for the specific circular number and date. Direct PDF links can change, so searching their site is best. *As of my last update, a direct, stable public URL specifically for this circular wasn't universally available, but its existence and content are well-documented.*

This is the relevant securities regulator. Any specific guidance on crypto securities would originate here or be communicated through their channels. As of now, specific detailed guidance on crypto securities is not prominently featured.

**Cabo Verdean Securities Market Code (Código do Mercado de Valores Mobiliários):**

This is the underlying law that would define what constitutes a "security" or "financial instrument" in Cabo Verde. Finding a direct, public, up-to-date online version of this code might require searching legal databases or government gazettes, as specific legislative texts are not always hosted on regulatory websites.