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  • Contents of the Whitepaper

    • CRA-15.1.30

      The whitepaper must contain, in both the Arabic and English language, all the information concerning the digital token issuer and the proposed digital token offering that would enable investors to make an informed investment decision and understand the risks relating to the offering. The information in the whitepaper must, at a minimum, include the following:

      (a) A detailed description of the digital token issuer's project, the reasons for the offering and the planned use of the funds raised;
      (b) Detailed information about the directors, senior management, key personnel and advisers involved in the project’s design and development including the name, designation, nationality, address, professional qualifications and related experience;
      (c) The business plan of the digital token issuer;
      (d) The key characteristics of the digital token including the rights, conditions, function and obligations attached to the digital tokens including any specific rights attributed to a token holder and the procedures and conditions of exercise of these rights;
      (e) A summary of the legal opinion regarding the priority of the claims of digital token holders in the event of insolvency or liquidation of the digital token issuer;
      (f) A detailed description of the digital token offering, including but not limited to:
      (g) The number of digital tokens to be issued;
      (h) The digital token issue price;
      (i) The subscription terms and conditions;
      (j) The minimum amount necessary to carry out the project and the maximum amount of the offering; and
      (k) The subsequent use and application of the proceeds thereafter illustrated in a scheduled timeline for drawdown and utilisation of proceeds (“schedule of proceeds”);
      (l) The technical specifications of the digital token;
      (m) The risks relating to the digital token issuer, the digital tokens, the digital token offering and the carrying out of the project, as well as mitigating measures thereof;
      (n) A detailed description on the determination of the accounting and the valuation treatments for the digital tokens including all valuation methodology and reasonable presumptions adopted in such calculation;
      (o) The allotment policy for the digital tokens;
      (p) A detailed technical description of the protocol, platform and/or application of the digital token, as the case may be, and the associated benefits of the technology;
      (e) Detailed description of the sustainability and scalability of the underlying business or project;
      (f) Detailed description of the financial, technical, legal and commercial due diligence and market feasibility undertaken on the project;
      (g) Financial statements of the digital token issuer in accordance with CRA15.1.28(d); and
      (h) The offering timetable.
      Added: April 2023

    • CRA-15.1.31

      The whitepaper must not include presentation of estimates, projections, forecasts, or forward-looking statements, or overviews, without sufficient qualification, or without sufficient factual basis and reasonable assumptions.

      Added: April 2023

    • CRA-15.1.32

      The information provided in the whitepaper must be fair, clear, accurate, complete in all respects and not misleading, and must be presented in a concise and comprehensible manner. It must not include any promotional statements to excite rather than to inform.

      Added: April 2023

    • CRA-15.1.33

      The whitepaper must be prepared in accordance with the template provided in Appendix CRA-1.

      Added: April 2023

    • CRA-15.1.34

      The CBB, prior to approving an application for offering of digital tokens, shall assess whether the information provided in the whitepaper is complete and comprehensible. The whitepaper should be drawn up by the digital token issuer under the guidance of the digital token advisor prior to being submitted to the CBB.

      Added: April 2023

    • CRA-15.1.35

      Along with the whitepaper, a summary of the whitepaper must be made available to investors both in the Arabic and English language.

      Added: April 2023

    • CRA-15.1.36

      The digital token issuer must describe in the whitepaper the procedures for collection and management of the funds raised through the digital token offering. The digital token issuer must ensure the consistency of these procedures relative to the duration of the offering and the planned use of the funds collected.

      Added: April 2023

    • CRA-15.1.37

      The mechanism for collection of funds must offer sufficient guarantees ensuring its reliability and efficiency. It must have at least the following characteristics:

      (a) It must ensure the security of the funds collected;
      (b) It must ensure that the funds collected are deposited in a CBB licensed retail bank account in Bahrain dedicated specifically to the digital token offering;
      (c) It must ensure that the funds collected cannot be transferred to the digital token issuer unless the soft cap threshold is reached; and
      (d) It must ensure that the funds collected can be transferred to the digital token issuer or used by the digital token issuer only if the drawdown conditions provided for by the digital token issuer in the whitepaper are met.
      Added: April 2023