Legal & Privacy

N

FIELD

CONTENT

I.00

Table of content

I.01 – Date of notification

I.02 – Statement in accordance with Article 51(3) of Regulation (EU) 2023/1114

I.03 – Compliance statement in accordance with Article 51(5) of Regulation (EU) 2023/1114

I.04 – Warning in accordance with Article 51(4), points (a) and (b) of Regulation (EU) 2023/1114

SUMMARY

I.05 – Warning in accordance with Article 51(6), second subparagraph of Regulation (EU) 2023/1114

I.06 – Characteristics of the crypto-asset

I.07 – Right of redemption

I.08 – Key information about the offer and/ or admission to trading

PART A - INFORMATION ABOUT THE ISSUER OF THE E-MONEY TOKEN

A.1 – Statutory name

A.2 – Trading name

A.3 – Legal form

A.4 – Registered address

A.5 – Head office

A.6 – Registration date

A.7 – Legal entity identifier

A.8 – Another identifier required pursuant to applicable law

A.9 – Contact telephone number

A.10 – E-mail address

A.11 – Response time (days)

A.12 – Parent company

A.13 – Members of the management body

A.14 – Business activity

A.15 – Parent company business activity

A.16 – Conflicts of interest disclosure

A.17 – Issuance of other crypto-assets

A.18 – Activities related to other crypto-assets

A.19 – Connection between the issuer and the entity running the DLT

A.20 – Description of the connection between the issuer and the entity running the DLT

A.21 – Newly established

A.22 – Financial condition over the past three years

A.23 – Financial condition since registration

A.24 – Exemption from authorisation

A.25 – E-money Token authorisation

A.26 – Authorisation authority

A.27 – Persons other than the issuer offering to the public or seeking admission to trading of the e-money token in accordance with Article 51(1), second subparagraph of Regulation (EU) 2023/1114

A.28 – Persons other than the issuer offering to the public or seeking admission to trading of the e-money token in accordance with Article 51(1), second subparagraph of Regulation (EU) 2023/1114

A.29 – Reason for offering to the public or seeking admission to trading of the e-money token bypersons referred to in Article 51(1), second subparagraph of Regulation (EU) 2023/1114

PART B - INFORMATION ABOUT THE E-MONEY TOKEN

B.1 – Name

B.2 – Abbreviation

B.3 – Details of all natural or legal persons involved in design and development

A DESCRIPTION OF THE CHARACTERISTICS OF THE E-MONEY TOKEN, INCLUDING THE DATA NECESSARY FOR CLASSIFICATION OF THE CRYPTO-ASSET WHITE PAPER IN THE REGISTER REFERRED TO IN ARTICLE 109, AS SPECIFIED IN ACCORDANCE WITH PARAGRAPH 8 OF THAT ARTICLE

B.4 – Type of white paper

B.5 – The type of submission

B.6 – Crypto-assets characteristics

B.7 – Website of the Issuer

B.8 – Starting date of offer to the public or admission to trading

B.9 – Publication Date

B.10 – Any other services provided by the Issuer

B.11 – Language or languages of the white paper

B.12 – Digital token identifier code used to uniquely identify the crypto-asset or each of the several crypto assets to which the white paper relates, where available

B.13 – Functionally fungible group digital Token Identifier, where available

B.14 – Personal data flag

B.15 – LEI eligibility

B.16 – Home member state

B.17 –Host member states

PART C - INFORMATION ABOUT THE OFFER TO THE PUBLIC OF THE E-MONEY TOKEN OR ITS ADMISSION TO TRADING

C.1 – Public offering or trading

C.2 – Number of units

C.3 – Trading platforms

C.4 – Trading platforms Market Identifier Code (MIC)

C.5 – Applicable law

C.6 – Competent court

PART D - INFORMATION ON THE RIGHTS AND OBLIGATIONS ATTACHED TO E-MONEY TOKENS

D.1 – Holder’s rights and obligations

D.2 – Conditions of modifications of rights and obligations

D.3 – Description of the rights of the holders

D.4 – Rights in implementation of recovery plan

D.5 – Rights in implementation of redemption plan

D.6 – Complaint Submission Contact

D.7 – Complaints handling procedures

D.8 – Dispute Resolution Mechanism

D.9 – Token Value Protection Schemes

D.10 – Token Value Protection Schemes Description

D.11 – Compensation Schemes

D.12 – Compensation Schemes Description

D.13 – Applicable law

D.14 – Competent court

PART E - INFORMATION ON THE UNDERLYING TECHNOLOGY

E.1 – Distributed ledger technology

E.2 – Protocols and technical standards

E.3 – Technology Used

E.4 – Purchaser’s technical requirements

E.5 – Consensus Mechanism

E.6 – Incentive Mechanisms and Applicable Fees

E.7 – Use of Distributed Ledger Technology

E.8 – DLT Functionality Description

E.9 – Audit

E.10 – Audit outcome

PART F - INFORMATION ON THE RISKS

F.1 – Issuer-related risks

F.2 – Token-related risks

F.3 – Technology-related risks

F.4 – Mitigation measures

PART G - INFORMATION ON THE SUSTAINABILITY INDICATORS IN RELATION TO ADVERSE IMPACT ON THE CLIMATE AND OTHER ENVIRONMENT-RELATED ADVERSE IMPACTS

G.1 – Adverse impacts on climate and other environment-related adverse impacts

I.01

Date of notification

This white paper was notified to the Autorité de contrôle prudentiel et de résolution on November 26th, 2025.

I.02

Statement in accordance with Article 51(3) of Regulation (EU) 2023/1114

This crypto asset white paper has not been approved by any competent authority in any Member State of the European Union. The issuer of the crypto-asset is solely responsible for the content of this White Paper.

I.03

Statement in accordance with Article 51(5) of Regulation (EU) 2023/1114

This crypto-asset white paper complies with Title IV of Regulation (EU) 2023/1114 of the European Parliament and of the Council and to the best of the knowledge of the management body, the information presented in the crypto-asset white paper is fair, clear, and not misleading and the crypto-asset white paper makes no omission likely to affect its import.

I.04

Warning in accordance with Article 51(4), points (a) and (b) of Regulation (EU) 2023/1114

The e-money token is not covered by the investor compensation schemes under Directive 97/9/EC of the European Parliament and of the Council or the deposit guarantee schemes under Directive 2014/49/EU of the European Parliament and of the Council.

SUMMARY

I.05

Warning in accordance with Article 51(6), second subparagraph of Regulation (EU) 2023/1114

Warning.

This summary should be read as an introduction to the crypto-asset white paper. The prospective holder should base any decision to purchase this e-money token on the content of the crypto-asset white paper as a whole and not on this summary alone.

The offer to the public of this crypto asset does not constitute an offer or solicitation to purchase financial instruments and any such offer or solicitation can be made only by means of a prospectus or other offer documents pursuant to the applicable national law.

This crypto-asset white paper does not constitute a prospectus as referred to in Regulation (EU) 2017/1129 of the European Parliament and of the Council or any other offer document pursuant to European Union or national law.

I.06

Characteristics of the crypto-asset

EURC is an e-money token ("EMT"), available on public blockchain networks. EURC provides a faster, safer, and more efficient way to send, spend, and exchange money around the world.

For every EURC issued by Circle SAS and remaining in circulation, Circle SAS will hold either one euro ("EUR") or an equivalent amount of EUR-denominated assets on behalf of holders, in order to facilitate the frictionless movement of the e-money tokens, utilizing blockchain technology. As a fully reserved e-money token, EURC is backed by an equivalent amount of euro-denominated assets held by Circle SAS and redeemable 1:1 for euros.

I.07

Right of redemption

The holders of this EMT have a right of redemption at any time and at par value. This applies to holders of EURC globally. Conditions and processes for redemption of EURC are detailed in our Redemption Policy available on Circle’s website (the "Website").

I.08

Key information about the offer and/ or admission to trading

EURC is only available for issuance through the Circle Mint service and it is accessible only to institutions located in supported jurisdictions. For a complete list of currently supported jurisdictions, please consult our Website. EURC is listed across different regulated crypto-asset service providers and Circle SAS intends to seek its admission to trading on future MiCA-compliant trading platforms.

PART A - INFORMATION ABOUT THE ISSUER OF THE E-MONEY TOKEN

A.1

Statutory name

Circle Internet Financial Europe SAS ("Circle SAS")

A.2

Trading name

Circle France

A.3

Legal form

Not applicable as LEI is provided in A.7

A.4

Registered address

Not applicable as LEI is provided in A.7

A.5

Head office

Not applicable as LEI is provided in A.7

A.6

Registration date

2023-07-10

A.7

Legal entity identifier

969500OYUDADGZKCR583

A.8

Another identifier required pursuant to applicable law

953 990 934 RCS Paris

A.9

Contact telephone number

+33 (1) 59000130

A.10

E-mail address

[email protected] 

A.11

Response time (Days)

7

A.12

Parent company

Not applicable as LEI is provided in A.7

A.13

Members of the management body

A.14

Business activity

Circle SAS is a Digital Asset Services Provider registered with the AMF under number E2024-111, authorised to provide digital assets custody and trading of digital assets against other digital assets since April 15th, 2024.

Circle SAS is also an Electronic Money Institution registered with the ACPR under number 17788, and provides e-money token services.

A.15

Parent company business activity

Circle Internet Group, Inc. is the holding company for the Circle group of companies. Its shares have been listed on the New York Stock Exchange since June 5th, 2025.

A.16

Conflicts of interest disclosure

We frequently engage with a wide variety of blockchain and digital asset industry participants, as well as startups and growth companies, and maintain relationships with a significant number of crypto-asset projects, developers, and investors. These transactions and relationships could create potential conflicts of interest in management decisions that we make. For instance, certain of our officers, directors, and employees are active investors in crypto-asset projects and other growth companies themselves, and may make investment decisions that favor projects in which they have personally invested. Many of our large shareholders also make investments in these projects.

A.17

Issuance of other crypto-assets

True

A.18

Activities related to other crypto-assets

True

A.19

Connection between the issuer and the entity running the DLT

True

A.20

Description of the connection between the issuer and the entity running the DLT

Circle SAS offers EURC on 5 blockchains: Avalanche, Base, Ethereum, Stellar, and Solana. Circle SAS will likely add additional blockchain support in the future and update the relevant sections of the White Paper accordingly.

For each of these blockchains, Circle has entered into agreements with the blockchain entity or foundation, where it exists, responsible for its adoption, by which Circle agrees to design and deploy EURC on blockchain networks, to make it available on the Circle Mint application, and to offer support to Circle clients accordingly.

Circle, for regulatory reasons (including transaction monitoring), and as part of its commitment to support the ecosystem, runs a node on each of the supported blockchains.

It is common practice for the relevant blockchain foundation to support Circle's technical development efforts through a one-off financial compensatory payment.

A.21

Newly Established

True

A.22

Financial condition for the past three years

Not applicable

A.23

Financial condition since registration

Circle SAS was created on June 30th, 2023.

Between June 30th, 2023, and July 1st, 2024, Circle SAS did not engage in any commercial activities. The company was formally incorporated on July 10th, 2023, but its operational activities, including the issuance of EURC, commenced on July 1st, 2024, after the completion of the necessary regulatory approvals.

Circle SAS started its activities of issuance of EURC on July 1st, 2024. The share capital of Circle SAS as of September 30th, 2025 corresponds to €159,000,000.00. In FY2024, Circle SAS reported a turnover (Net Banking Income) equal to €3,300,119. As of December 31st, 2024, Circle SAS reported corporate cash of €17,871,528 and net assets of €26,309,821.

A.24

Exemption from authorisation

False

A.25

E-money Token Authorisation

Circle SAS is a licensed Electronic Money Institution under n°737158 and a registered Digital Assets Services Provider in France under n°E2024-111.

A.26

Authorisation Authority

French Autorité de Contrôle Prudentiel et de Résolution (ACPR)

A.27

Persons other than the issuer offering to the public or seeking admission to trading of the e-money token in accordance with Article 51(1), second subparagraph, of Regulation (EU) 2023/1114

Not applicable.

A.28

Persons other than the issuer offering to the public or seeking admission to trading of the e-money token in accordance with Article 51(1), second subparagraph, of Regulation (EU) 2023/1114

 Not applicable.

PART B - INFORMATION ABOUT THE E-MONEY TOKEN

B.1

Name

Not applicable as a DTI is provided in field B.12

B.2

Abbreviation

Not applicable as a DTI is provided in field B.12

B.3

Details of all natural or legal persons involved in design and development

A DESCRIPTION OF THE CHARACTERISTICS OF THE E-MONEY TOKEN, INCLUDING THE DATA NECESSARY FOR CLASSIFICATION OF THE CRYPTO-ASSET WHITE PAPER IN THE REGISTER REFERRED TO IN ARTICLE 109, AS SPECIFIED IN ACCORDANCE WITH PARAGRAPH 8 OF THAT ARTICLE

B.4

Type of white paper

EMTW

B.5

The type of submission

MODI

B.6

Crypto-Asset Characteristics

EURC is defined as an e-money token pursuant to Article 3.1(7) of MiCA.

As of the date of this White Paper, EURC does not constitute a "significant e-money token" as defined by Article 56 of MiCA.

EURC is a digital token pegged to the EUR and was first issued by Circle LLC in June 2022. From July 1st, 2024, Circle LLC ceased issuing EURC, and Circle SAS became the sole issuer of EURC.

EURC is fully backed by an equivalent amount of EUR-denominated assets held by Circle SAS with regulated financial institutions in segregated accounts separate from Circle SAS’s corporate funds, on behalf of, and for the benefit of, EURC holders (the "Segregated Accounts"). This means that for every EURC issued by Circle SAS and remaining in circulation, Circle SAS holds on behalf of holders either one EUR or an equivalent amount of EUR-denominated assets in its Segregated Accounts (the "EURC Reserves").

The EURC Reserves are independently reviewed by leading accounting firms, providing monthly confirmation that they match or exceed the EURC in circulation. EURC is not designed to create returns for holders, increase in value, or otherwise accrue financial benefit to EURC holders.

B.7

Website of the issuer

Circle Website

B.8

Starting date of offer to the public or admission to trading

July 1st, 2024

B.9

Publication date

May 31st, 2024 and amended on September 12th, 2024 and December 24th, 2025.

B.10

Any other services provided by the issuer

Circle SAS is a registered Digital Assets Services Provider in France under n°E2024-111. It provides digital assets custody and trading of digital assets against other digital assets.

B.11

Language or languages of the white paper

English

B.12

Digital token identifier code used to uniquely identify the crypto-asset or each of the several crypto assets to which the white paper relates, where available

B.13

Functionally fungible group digital token identifier, where available

13XTMPZT3

B.14

Personal data flag

True

B.15

LEI eligibility

True

B.16

Home member state

France

B.17

Host member states

Circle SAS license to issue, distribute and redeem electronic money is passported in the following countries:

Austria
Belgium
Bulgaria
Cyprus
Czech
Germany
Denmark
Estonia
Spain
Finland
Greece
Croatia
Hungary
Ireland
Iceland
Italy
Liechtenstein
Lithuania
Luxembourg
Latvia
Malta
Netherlands
Norway
Poland
Portugal
Romania
Sweden
Slovenia
Slovakia

PART C - INFORMATION ABOUT THE OFFER TO THE PUBLIC OF THE E-MONEY TOKEN OR ITS ADMISSION TO TRADING

C.1

Public offering or trading

OTPC

C.2

Number of units

Not applicable as the supply of EURC is not limited to any fixed amount within its minting smart contract. There is no limitation in terms of the number of EURC to be offered to the public or admitted to trading.

As of September 4th, 2025, EURC has an outstanding supply of 205.2 million EURC, all considered as issued by Circle SAS.

For more information regarding EURC circulating supply, balances, and periodic issuance and redemption, please refer to Circle Website.

C.3

Trading platforms name

EURC is supported by major global regulated digital asset services providers operating in the EEA and outside the EEA, including for example Coinbase, Bitstamp, Bitvavo, Kraken and ZBX. Circle SAS intends to maintain these listings as long as doing so remains compliant with Applicable Laws, and will continue to seek admission to trading for EURC across future MiCA-compliant trading platforms.

C.4

Trading platforms market identifier code (MIC)

EURC is listed on numerous trading platforms, including (for those having an MIC):

Bitstamp: BESA
Bitvavo: VAVO
ZBX: ZBXE
Kraken: PESL

C.5

Applicable law

France

C.6

Competent court

Any dispute with the offer to the public of EURC in the EEA shall be brought exclusively in the Commercial courts of Paris, France except where prohibited by the laws of France (the "Applicable Laws")

        PART D - INFORMATION ON THE RIGHTS AND OBLIGATIONS ATTACHED TO E-MONEY TOKENS

D.1

Holder’s rights and obligations

EURC issued by Circle SAS is an EMT subject to MiCA regulation and Applicable Laws. Under these regulations, EMT means a type of crypto-asset that purports to maintain a stable value by referencing the value of one official currency.

Holding EURC tokens does not provide rights to EURC holders other than those rights provided within this White Paper, as well as under MiCA regulation and Applicable Laws.

EURC holders understand that sending EURC to another address automatically transfers and assigns to the owner of that address, and any subsequent EURC holder, the right to redeem EURC for EUR funds so long as the EURC Holder is eligible to.

EURC transactions are not reversible. Once EURC holders send EURC to an address, EURC holders accept the risk that they may lose access to, and any claim on, that EURC indefinitely or permanently. For example, (i) an address may have been entered incorrectly and the true owner of the address may never be discovered, (ii) EURC holders may not have (or subsequently lose) the private key associated with such address, (iii) an address may belong to an entity that will not return the EURC, or (iv) an address belongs to an entity that may return the EURC but first requires action on their part, such as verification of EURC holders’ identity. For the avoidance of doubt, Circle SAS does not have to track, verify or determine the provenance of EURC balances for EURC holders outside of Circle Mint, including any form of security interests claimed thereon unless otherwise stated in the Applicable Laws.

EURC holders have a legal claim against Circle SAS as the sole issuer of EURC. These holders are entitled to request redemption of their EURC from Circle SAS. Such redemption will be made at any time and at par value, subject to complying with AML requirements.

EURC holders shall have the right to request redemption of their EURC from Circle SAS with respect to any EURC issued on a blockchain supported by Circle SAS.

While Circle SAS may hold the EURC Reserves in interest-bearing accounts or other yield-generating instruments, EURC holders acknowledge that they are not entitled to any interest or other returns earned on such funds. EURC does not itself generate any interest or return for EURC holders and only represents your right to redeem EURC for an equivalent amount of EUR as provided in the present White Paper.

As required by its license, Circle SAS will validate and process redemptions for EURC holders that successfully pass prior Anti-Money Laundering ("AML") checks, which include:

• Collection of relevant Know Your Customer documents;
• Verification of identity and screening versus international sanctions lists;
• Verification of the validity of the transaction by which the EURC was acquired;
• Verification of bank details; and
• Circle’s Compliance department validation.

More information on the redemption of EURC is provided in the Circle SAS Redemption Policy available on Circle’s Website.

The holding of EURC will not result in: (i) the creation or imposition of any lien upon any property, asset, or revenue of Circle SAS or (ii) the creation of any shareholding or ownership interest in Circle SAS, Circle LLC, or any of their respective affiliates.

By holding, using, or accessing EURC, EURC holders further represent and warrant that:

• they are holding and using EURC in compliance with this White Paper and Applicable Laws;
• they are at least 18 years old, are not a Restricted Person (as defined in the Redemption Policy), are not owned or controlled by a Restricted Person, and are not holding EURC on behalf of a Restricted Person; and
• they will not be using EURC for any illegal activity including, but not limited to, illegal gambling, money laundering, fraud, blackmail, extortion, ransoming data, terrorism financing, other violent activities, or any prohibited market practices. For more details, please consult Circle’s Acceptable Use Policy.

EURC holders accept that Circle SAS reserves the right to block certain EURC addresses that it determines, in its sole discretion, may be associated with illegal activity or activity that otherwise violates Circle SAS’s Terms of Use and/or this White Paper ("Blocked Addresses"). In certain circumstances, Circle SAS may deem it necessary to report such suspected illegal activity to relevant law enforcement agencies and EURC holders may forfeit any rights associated with their EURC, including the ability to redeem EURC for EUR. Circle SAS may also be required to freeze EURC and/or surrender associated EUR-assets held in segregated accounts in the event it receives a legal order from a valid government authority requiring it to do so.

EURC is also issued and redeemed in accordance with Circle's Stablecoin Access Denial Policy. Circle SAS reserves the right to block the transfer of EURC to and from an address on chain as permitted under such policy.

EURC holders shall hold and use EURC exclusively for their own account and shall in no case be considered as nominees or agents of Circle SAS, unless otherwise expressly agreed in written form by Circle SAS.

EURC holders are duly informed that Circle SAS’s liability (and its affiliates, its respective officers, directors, agents, joint venturers, employees, and suppliers) is limited to what is expressly provided in the Applicable Laws and the present White Paper. In particular (but without limitation), EURC holders are duly informed and acknowledge that Circle SAS shall bear no liability with regard to i) their use of EURC ; (ii) claims or issue concerning the cost of procurement of substitute goods and services resulting from any goods, data, information, or services purchased or obtained or messages received or transactions entered into involving EURC; or (iii) unauthorised access to or alteration of EURC holders transmissions or data incurred by the use of EURC.

In this respect, to the full extent permissible by Applicable Laws, Circle SAS disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. To the full extent permissible by Applicable Laws, Circle SAS shall not be liable for any damages of any kind arising from the use of EURC, including, but not limited to direct, indirect, incidental, punitive, and consequential damages.

D.2

Conditions of modifications of rights and obligations

The rights and obligations associated with EURC and applicable to EURC holders are available in the Redemption Policy and Terms of Use available on Circle’s Website.

Circle SAS reserves the right to amend these rights and obligations from time to time, and will inform its customers of such changes through amendments of this White Paper or the Redemption Policy on Circle’s Website, oor through any other channel of communication considered valid, including on Circle’s Website.

As provided by Article 51 of MiCA regulation, any significant new factor, any material mistake, or any material inaccuracy that would be capable of affecting the assessment of EURC will be described in a modified version of this White Paper and notified to the competent authorities and published on Circle’s Website, except when these modifications are related to the implementation by Circle SAS of its Recovery Plan or Redemption Plan (please refer to Sections D.4 and D.5 below).

D.3

Description of the rights of the holders

Should it become insolvent, Circle SAS has implemented high standards for safe and sound financial management of its business. In a situation of financial duress or in periods of economic uncertainty, Circle SAS has established contingency plans to prevent any impact on its activities, including the issuance of EURC, or the rights of EURC holders.

Where Circle SAS is not able to fulfill its obligations or in the event of insolvency, the EURC Reserves are duly protected in compliance with the Applicable Laws. In particular, the funds received in exchange for issuance of EURC are protected against any recourse by other creditors of Circle SAS, including in the event of enforcement proceedings or insolvency proceedings against Circle SAS.

If a situation of financial duress or insolvency were to occur, Circle SAS will implement its Recovery and/or Redemption Plan to allow EURC holders to exercise their redemption rights on EURC as further specified in Sections D.4 and D.5 below.

D.4

Rights in implementation of recovery plan

Depending on the specific circumstance(s) under which the Recovery Plan implemented by Circle SAS in compliance with Article 55 of MiCA might be triggered, Circle SAS may have to impose one or more specific restrictions on the redemption of EURC.

EURC holders will be duly informed about any such restrictions on Circle’s Website. Customers will also be informed via their Circle Mint Account or another valid means of communication between Circle SAS and the Customer. For instance, Circle SAS may temporarily impose:

• liquidity fees on redemptions;
• limits on the amount of EURC that can be redeemed on any working day – such limit will be set both at aggregate levels (e.g. as a percentage of the entire amount of tokens issued) and at wallet levels; and/or
• suspension of redemptions, as a last resort.

Example actions listed above don’t constitute an exhaustive list; other actions may be taken by Circle SAS in accordance with its Recovery Plan.

These restrictions will be implemented during periods of market stress and Circle SAS will work to restore normal operating conditions – subject to regulatory requirements – in collaboration with the ACPR.

D.5

Rights in implementation of redemption plan

The Redemption Plan implemented by Circle SAS in compliance with Article 55 of MiCA is an operational plan to support the orderly redemption of EURC in circulation.

The Redemption Plan will be triggered upon a decision by the ACPR, if Circle SAS is unable or likely to be unable to fulfill its obligations, including in the case of insolvency, resolution, or the withdrawal of authorisation of Circle SAS as an E-Money Institution. The processes set forth in the Redemption Plan will be established with a view to ensuring the equitable treatment of all EURC holders and the protection of the right of redemption attached to EURC as described above.

If the ACPR triggers the implementation of the Redemption Plan, any individual claim under Section D.1 above will be suspended. Circle SAS will commence the orderly redemption for all EURC holders in an equitable manner.

As part of this process, a notice will be published informing all EURC holders about the process and timelines to submit their redemption claim. Specifically, the notice will describe the main steps of the redemption process, including the exact date and time when the redemption plan has been activated, the minimum information necessary to file a redemption claim, where the claim should be filed, and the time frame within which EURC holders are required to file their claim. The notice will also contain important information regarding redemption conditions and technical support.

Redemption requests submitted via a redemption claim form will be subject to certain eligibility criteria described in the Redemption Policy, and as further specified in the Redemption Plan notice information, including their identity, their token holdings, AML/CFT compliance, their bank account details, and other information required to file their redemption request.

D.6

Complaint submission contact

If you have a complaint, please first contact Circle SAS at [email protected], or visit the Circle Support Portal.

D.7

Complaints handling procedures

EURC holders can file a complaint by leaving a message at the contact number provided in Section A.9 or filing it through the customer support email address or Circle Support Portal. Upon receiving a complaint, the Customer Care Team member will log the case and escalate it to a Customer Care Manager. The Customer Care Manager is responsible for reviewing the details of the complaint.

Circle SAS handles complaints submitted by its direct Customers or by EURC holders experiencing issues with the EURC redemption process for their EURC. However, complaints relating to the purchase of EURC from third parties or to the loss of tokens held in self-custody or custodied with third parties fall outside the scope of Circle SAS’s Customer Care support.

If appropriate, all details and data will be compiled and escalated to the Legal Department. When such an escalation occurs, the Legal Department is responsible for investigating the case and working towards closure. If escalated to the Legal Department, all communications with the customer will be instructed by the Legal Department.

The Customer Care Department will remain actively involved in any customer complaint or service requirement and serves as a first line of support and an advocate for customers prior to any internal escalation.

D.8

Dispute resolution mechanism

In the event that Circle SAS’s response to their complaint is not satisfactory, EURC holders and customers can refer their claim to the ACPR:

• By mail sent to the following address:

Banque de France - ACPR
TSA 50120
​75035 PARIS CEDEX 01 

•  By electronic means, by creating an account on the online application portal of the Banque de France(https://accueil.banque-france.fr/index.html#/accueil)

D.9

Token value protection schemes

True

D.10

Token value protection schemes description

As a MiCA compliant regulated e-money token, EURC will be fully backed by an equivalent amount of EUR-denominated assets held by Circle SAS with regulated financial institutions in segregated accounts apart from Circle SAS’s corporate funds, on behalf of, and for the benefit of, EURC holders.

D.11

Compensation schemes

False

D.12

Not applicable.

Not applicable.

D.13

Applicable law

France

D.14

Competent court

Any dispute concerning the rights and obligations of residents arising out of the use or ownership of EURC shall be brought exclusively to the Commercial courts of Paris, France, except where provided otherwise by Applicable Laws.

PART E - INFORMATION ON THE UNDERLYING TECHNOLOGY

E.1

Distributed ledger technology

Not applicable as DTI is provided in B.13

E.2

Protocols and technical standards

Circle SAS supports EURC on 5 blockchains during its launch phase, including Ethereum, Avalanche, Solana, Stellar and Base ("EURC Supported Blockchains"). Circle SAS will likely add additional blockchain support in the future and will update the list of EURC Supported Blockchains on its Website.

Circle SAS has developed its technical e-money token specification for deploying EURC on Ethereum-Virtual-Machine ("EVM") compatible base layers. This specification extends the existing ERC-20 fungible token standard with additional core functionality required for Circle SAS, for example the blocklisting feature that allows Circle SAS to prevent specific blockchain addresses from sending and receiving EURC. For not natively EVM compatible networks (Solana, Stellar), Circle SAS has assessed the existing available Token Standards for each base layer and deployed EURC on the Token Standard that is best suited for Circle SAS’s specifications and required functionality.

EURC is deployed using upgradeable smart contract architectures via the proxy patterns of the Universal Upgradeable Proxy Standard (UUPS) – introduced via ERC-1822 – on Avalanche, Base, and Ethereum. These implementations allow the contract logic to be modified without changing the token address. Solana and Stellar’s native token standards follow their own upgradeable proxy model. The upgradeable smart contract architectures include the UUPS proxy pattern, allowing contract logic to be updated without changing the token address. Despite these additions, the contracts preserve the expected ERC-20 behaviour, such as transfer, approve, and balance.

While EURC is available on 5 blockchain networks to date, Circle will likely add additional blockchain support in the future and will update the list of EURC Supported Blockchains on its Website.

Circle may, based on factors such as transaction volumes or compliance considerations, decide to discontinue support for certain EURC Supported Blockchains. In such cases, the process for exchange or redemption by EURC holders on the affected blockchains will be published on its Website.

E.3

Technology used

EURC integrates with a range of supporting technologies beyond its smart contract implementations. Circle provides fiat on- and off-ramp functionality, transaction monitoring, and identity verification workflows, facilitating compliance-aligned integrations for exchanges, custodians, and fintech platforms.

On EVM-compatible networks, EURC is fully interoperable with the standard JSON-RPC interface and commonly used libraries such as Web3.js and Ethers.js, ensuring compatibility with Ethereum tooling. On non-EVM blockchains, EURC interacts through each chain’s native communication and SDK interfaces.

EURC metadata handling, relevant to multiple levels such as contract interfaces, block explorers, token lists and wallet integrations, is implemented through established conventions. On EVM blockchains, EURC contracts expose the standard ERC-20 metadata functions. On Solana, metadata is stored on-chain through the Metaplex Metadata Program, whereas on Stellar, metadata is stored off-chain through a stellar.toml file hosted by Circle.

Because wallet integration is broadly supported, with EURC recognised and rendered by all major Web3 wallets, these conventions ensure consistent user display and interaction across networks.

E.4

Purchaser’s technical requirements

Circle Mint, Circle SAS’s service that allows its customers to access EURC directly from Circle SAS, is currently only available to institutions located in supported jurisdictions. Circle Mint is subject to Circle SAS’s Terms of Use.

The purchase of EURC on the secondary market, for example, with EU-regulated trading platforms, is available to all users of these third-party platforms. Most third-party trading and exchange services provided by regulated crypto-asset service providers are open to retail customers as well and subject to their own compliance requirements.

Prospective EURC holders must use wallets compatible with the blockchains on which EURC is natively issued.

Usage of EURC requires the EURC holders to cover network fees, which may be gas fees on Ethereum and Layer 2s (Base) and transaction fees on other blockchains.

E.5

Consensus mechanism

Not applicable as EURC is a token and therefore does not have a consensus mechanism. EURC runs on base layers, which may be blockchains or layer-2 networks, in turn based on blockchains. Blockchains rely on consensus mechanisms to ensure their decentralised network of nodes can reach agreement around transaction validity and ordering.

E.6

Incentive mechanisms and applicable fees

Each blockchain we support has developed its own incentive mechanisms and request fees to realise transactions.

Please refer to the website of each of these blockchains for more details on the mechanisms in place.

As of today, Circle SAS does not take additional fees on these mechanisms.

E.7

Use of distributed ledger technology

False

E.8

DLT functionality description

Not applicable.

E.9

Audit

True

E.10

Audit outcome

Circle LLC, as technical provider to Circle SAS, is responsible for ensuring that its smart contracts are developed in a safe and secure manner. As such, Circle works with industry leading security auditing firms such as Chain Security, Kudelski, Halborn, and others, to audit every EURC smart contract prior to launch or upgrade.

Any identified issues during these audits are reviewed, validated, assessed and remediated according to their severity prior to launch or upgrade.

As a matter of best practice and policy, Circle SAS always open-sources every EURC smart contract that it has deployed. This enables independent security researchers to verify the contract for any security vulnerabilities.

To enable responsible disclosure, Circle operates a public vulnerability disclosure program and a private bug bounty program via HackerOne that enables vulnerabilities to be disclosed to Circle.

As part of Circle SAS’s blockchain due diligence process when it evaluates deploying EURC on new blockchains, Circle SAS requires independent security audits to be performed on the blockchains themselves.

As a matter of policy, all audit results are internally reviewed, validated, assessed, and remediated according to the severity of each finding. Any findings that may lead to loss of funds must be remediated.

PART F - INFORMATION ON RISKS

F.1

Issuer-related risks

As part of the EURC issuance process, Circle SAS is exposed to several risks:

1. Bankruptcy Risks.  This is the risk of Circle SAS going bankrupt, which could result from the insolvency of Circle SAS as part of its activities, the failure of a bank holding Circle SAS own funds or EURC reserves, or other systemic financial risks that could impact the operations and financial solvency of Circle SAS.
2. Third-Party Risks. This is the risk Circle SAS faces in its business relationships with one or more third parties. The ability of Circle SAS to properly carry out its activities relies on the functioning of services provided by several third parties, such as banks providing safeguarding and settlement accounts. The inability of these third-party service providers to carry out their services could affect Circle SAS’s ability to properly issue, manage, and redeem EURC. Third parties can elect to support EURC on their platforms without any authorisation or approval by Circle SAS or anyone else. As a result, EURC support on any third-party platform does not imply any endorsement by Circle SAS that such third-party services are valid, legal, stable or otherwise appropriate. Circle SAS is not responsible for any losses or other issues encountered using EURC on third-party platforms.
3. Market Risks. This is the risk that EURC Reserves may include assets that are not guaranteed to be readily saleable (such as certain short-term financial securities). In that case, if there is an exceptionally high demand for redemption of EURC, Circle SAS may not be able to fulfill all the redemption requests within the timeframe provided for in the Redemption Policy.
4. Risk of Loss. This is the risk of loss caused by fraud, theft, misuse, negligence, or improper administration of EURC or the EURC Reserves.
5. Anti-Money Laundering/Counter-Terrorism Financing Risks ("AML/CTF"). This is the risk that crypto-asset wallets holding EURC or transactions in EURC may be used for money laundering or terrorist financing purposes, or identified to a person known to have committed such offenses.
6. Personal Data Risks This is the risk that the personal data of Circle SAS customers may be leaked or stolen due to a security breach.
7. Risks Related to Circle SAS’s Business Activities and Industry.’ This is the risk that results from Circle SAS operating in a rapidly changing, regulatorily fragmented, and highly competitive industry.
8. Legal and Regulatory Risk.  Any failure to develop or maintain effective internal controls, or any difficulties encountered in the implementation of such controls or their improvement, could harm Circle SAS’s business, causing Circle SAS to have to report such failures and lead to a loss of trust in the business.
9. Environmental, Social, and Governance Risks. Circle SAS issues EURC on various public blockchains which use different consensus algorithms. Each public blockchain, depending notably on its consensus algorithm, has certain environmental impacts. Please see Section G below for sustainability disclosures for EURC on each individual blockchain. EURC is not issued on blockchains using the most energy-intensive proof-of-work consensus mechanism, and the blockchains currently supported by Circle SAS generally use Proof-of-Stake (or a modified version of that mechanism), the environmental impacts of which are very limited compared to Proof-of-Work. In the future, environmental regulations affecting consensus mechanisms may restrict Circle SAS’s ability to issue EURC on individual public blockchains if their sustainability impact is considered too negative.
10. Outsourcing Risk.  This is the risk that Circle SAS becomes structurally dependent on Circle LLC for critical services.

F.2

Token-related risks

The EURC token also exposes its holder to several risks:

1. Financial Stability Risks. Since EURC is a major stablecoin that is used by and integrated in many significant market infrastructures (e.g. crypto-asset trading platforms), a problem affecting EURC could indirectly impact these infrastructures and cause temporary instability.
2. Secondary Market Price Dislocation Risk. This is the risk that the market value of EURC on the secondary market is not stable compared to the EUR. This price dislocation could be caused by various factors, such as under-collateralisation risk and secondary market liquidity risk (see below).
3. Risk of Under-Collateralisation. This is the risk that, due to fraud or mismanagement (by either Circle SAS or a third-party provider), the value of the reserve of assets backing the redeemability of EURC becomes lower than the outstanding quantity of EURC. That risk would likely cause a price dislocation of the market value of EURC (see above) and affect the ability of Circle SAS to redeem holders at par or in a timely manner.  
4. Liquidity Risk. This is the risk that the EURC Reserves may include assets that are not readily liquidated (such as certain short-term financial securities) or any technical and operational issues causing delays and liquidity risk (e.g. loss of APIs or correspondent issues). In that case, if there is an exceptionally high demand for redemption of EURC, Circle SAS may not be able to fulfill all the redemption requests within the timeframe provided by the Redemption Policy. Such risk could also cause a secondary market price risk (see above).
5. Scam Risks. This is the risk of loss resulting from a scam or fraud suffered by EURC holders from other malicious actors. These scams include – but are not limited to – phishing on social networks or by email, fake giveaways, identity theft of Circle SAS or its executive members, creation of fake EURC tokens, offering fake EURC airdrops, among others.
6. Taxation Risks.  The taxation regime that applies to EURC purchases and sales by either individual holders or legal entities will depend on each holder’s jurisdiction. Circle SAS cannot guarantee that conversions of fiat currency against EURC, or conversions of other crypto-assets against EURC, will not incur tax consequences. In addition, EURC holders should be warned that, based on the current provisions of MiCA, EURC could qualify both as a crypto-asset and as electronic money. Which legal classification prevails might vary amongst national competent authorities and will likely impact the tax treatment of EURC transactions.
7. Legal and Regulatory Risk.  This risk stems from the fact that e-money tokens and crypto-asset services are unregulated in certain jurisdictions outside of the EEA. There is also a lack of regulatory harmonisation and cohesion globally which could lead to diverging regulatory frameworks globally and/or an evolution of EU e-money token and crypto-asset rules in the future.

F.3

Technology-related risks

Purchasing and using EURC may also expose the holder to technological risks.

1. Blockchain Risks. One or several of the blockchain network(s) on which EURC is issued may be subject to technical vulnerabilities and be exposed to attacks that could lead to a general network disruption, such as unexpected pauses in transactions, inability to proceed with transfers of EURC, major losses for network participants, or unexpected liquidity movements.
2. Smart Contract Risks. The smart contracts deployed by Circle SAS to mint or burn EURC on the various blockchains or to ensure the transfer of EURC (notably to other blockchains) may be exposed to technical vulnerabilities that could lead to losses for EURC holders.
3. Settlement Finality or Irrevocability of Blockchain Transactions. Depending on the tools and services providers used to initiate EURC transactions, these transactions may be irreversible. Once you send EURC to a blockchain address, you accept the risk that you may lose access to, and any claim on, that EURC indefinitely or permanently. For example: (i) a blockchain address may have been entered incorrectly and the true owner of the address may never be discovered, (ii) you may not have (or may subsequently lose) the private key associated with such address, (iii) a blockchain address may belong to an entity that will not return the EURC, or (iv) a blockchain address may belong to an entity that may return the EURC, but first requires action on your part, such as verification of your identity.
4. Personal Data Risks. Pursuant to the General Data Protection Regulation ("GDPR"), Circle SAS is required to take all necessary precautions: (i) with regard to the nature of the data collected and the risks presented by the processing of such data, (ii) to preserve the security of EURC holders' personal data and, (iii) in particular, to prevent such data from being distorted, damaged, or accessed by unauthorised third parties.
5. Unanticipated Risks. E-money tokens such as EURC are a relatively new and untested technology. In addition to the risks included in this section, there might be other risks that cannot be foreseen. Additional risks may also materialize as unanticipated variations or combinations of the risks discussed within this section.

F.4

Mitigation measures

Regarding the different risks identified in Sections F1, F2 and F3, Circle SAS implements appropriate measures to mitigate these risks and protect its customers, as follows:

1. Mitigation measures concerning issuer-related risks

Circle SAS has implemented a comprehensive Risk Management and Internal Control Framework grounded in the Three Lines of Defense model. The first line, comprising business and operational teams, owns and manages risks in day-to-day activities. The second line, composed of compliance, security and risk management functions, provides independent oversight and ensures policies, controls, and processes are robust and effective. The third line, internal audit, conducts independent assessments of the control environment. Circle SAS performs regular and proactive risk assessments to identify, evaluate, and address evolving threats and vulnerabilities. The company enforces a permanent control system that includes regular testing, incident tracking, and corrective action follow-ups. Ongoing training and awareness initiatives further embed a strong risk culture across the organization, ensuring that staff remain vigilant and empowered to uphold the highest standards of integrity and compliance.

Specific mitigations for each of the risks are as follows:

1.1. Bankruptcy Risks.  While there is no legal precedent, Circle SAS's bankruptcy should have no impact on the rights of EURC holders. If Circle SAS goes bankrupt, the EURC Reserves are protected by Applicable Law and cannot be used to compensate Circle SAS’s other creditors. Bank accounts used by Circle SAS for the EURC Reserves are safeguarded from Circle SAS creditors as provided by Applicable Law. Any EURC will be refunded to its holders as part of Circle SAS's bankruptcy proceedings, without the holder necessarily having to file a claim for compensation.

1.2.  Third-party Risks.  When Circle SAS relies on a third party to provide services that are important to EURC, Circle SAS generally enters into an agreement containing specific clauses ensuring that the service provider cannot terminate the business relationship without advanced notice. Some of these agreements (such as the agreements concerning the safeguarding accounts used to invest the EURC Reserves) are also subject to regulatory obligations. In addition, Circle SAS implements internal procedures whose purpose is to limit disruption in the event that an important service provider terminates an agreement or becomes unable to provide its services to Circle SAS. Finally, third parties with whom Circle SAS contracts are subject to due diligence procedures to ensure their financial viability and to limit any other risks of non-compliance. To further mitigate dependency risk, Circle SAS applies a diversification strategy, aiming to avoid excessive concentration with any single banking, custody, or operational partner. This includes maintaining relationships with multiple safeguarding institutions and service providers where feasible, regularly assessing diversification metrics, and establishing contingency options to ensure operational continuity in the event of a third-party failure or service interruption.

1.3. Market Risks.  Circle SAS’s systems and procedures are set up in a way that ensures that EURC redemptions will occur in the timeframe set out in the Redemption Policy, even if volatility in crypto-asset markets causes a significant increase in redemption requests.

1.4. Risks of Loss. The redemption right of eligible EURC holders remains exercisable even if Circle SAS suffers a loss at the level of the safeguarded assets. As is required under Applicable Law, Circle SAS is well-capitalised and funded and, as an electronic money institution, Circle SAS is subject to regulatory capital and own-funds requirements. In the event that the loss should exceed Circle SAS’s ability to redeem the EURC holders, the EURC Recovery Plan or the EURC Redemption Plan may be triggered.

1.5. AML/CFT Risks.  Each EURC redemption request to Circle SAS requires the holder to comply with the laws and regulations applicable to anti-money laundering and counter-terrorist financing in the EU. Moreover, if Circle SAS determines that EURC transactions linked to public addresses are likely to be associated with criminal offenses, Circle SAS may decide to freeze the associated EURC (temporarily or permanently). Also, if Circle SAS receives an injunction from a competent authority to freeze EURC, Circle SAS will comply with such a request.

1.6. Personal Data Risks. Pursuant to the GDPR, Circle SAS is required to take all necessary precautions with regard to the nature of the data and the risks presented by the processing of such data, to preserve the security of EURC holders' personal data and, in particular, to prevent it from being distorted, damaged, or accessed by unauthorised third parties.

2. Mitigation measures concerning the token-related risks

2.1. Financial Stability Risks. EURC has been issued since 2018 and has withstood several major volatility events and liquidity crises. Circle SAS’s internal procedures ensure that EURC can reliably be used by market participants and market infrastructures under all market conditions.

2.2. Secondary Market Price Dislocation Risk.  Circle SAS expects that any disparity between the EURC price and EUR on secondary markets would be promptly resolved by market participants (i.e. buying EURC for less than 1 EUR on the secondary market and redeeming it at par value with Circle SAS), as any participant will be entitled to redeem at par with Circle SAS. Otherwise, if the price dislocation is caused by an inadequacy of the EURC Reserves or other liquidity issues, Circle SAS will apply the measures set out in its Recovery Plan or Redemption Plan.

2.3. Risks of Under-Collateralisation.  If the EURC Reserves become lower than the outstanding quantity of EURC in circulation, Circle SAS will apply the measures set out in its Recovery Plan or Redemption Plan. These plans include measures that could resolve the under-collateralisation through, for example, a strengthening of Circle SAS’s capital position

2.4. Liquidity Risk. Circle SAS will implement a Redemption Policy designed to ensure the prompt redemption of EURC and to respond to scenarios of extreme demand for redemption in unfavorable market conditions. Circle also looks to expand its settlement banking footprint with major banking partners to limit Liquidity Risk.

2.5. Scam Risks. Circle SAS cannot prevent all attempts to defraud or scams in connection with EURC. The general terms and conditions relating to EURC issuance specify that Circle SAS is not liable for this type of loss. From time to time, Circle SAS will inform its clients of such risks through various channels.

2.6. Taxation Risks.  The tax consequences of EURC transactions should be assessed at the level of each EURC holder. It is the sole responsibility of EURC holders to address taxation risks in consideration of their personal situation. Circle SAS does not provide, nor accept responsibility for, any legal, tax or accounting advice. If EURC holders are unsure regarding any of the legal, tax or accounting aspects of their situation regarding EURC, they should seek independent professional advice.

3. Mitigation measures concerning technology-related risks

3.1.  Blockchain related Risks. While risks exist for all blockchain networks, blockchain networks used by Circle SAS to issue EURC are recognised for their high level of security and have generally withstood several major events without any interruption to their normal functioning. Before launching EURC on any new blockchain, Circle SAS conducts thorough due diligence, including blockchain-level security audits, as well as the review of the history of the blockchain, the level of decentralisation, and the degree of resilience or activity on the network. 

3.2.  Smart Contract Risks. To reinforce the resilience of the smart contracts for EURC issuance, Circle SAS is making the contract addresses linked to EURC issuance open-source so that anyone can consult them and alert Circle SAS in the event of a default. The code source of the smart contracts is publicly available in real time. In addition, each smart contract relating to EURC issuance has been audited. In the event of a modification to the source code, the smart contract is audited again to ensure that no potential security exploit can be used to fraudulently use the EURC mint or burn system or to circumvent its initial use by other means. More specific information on the audits carried out on the EURC is detailed in Section E.3.

3.3.   Settlement Finality or Irrevocability of Blockchain Transactions. Circle SAS cannot prevent blockchain transactions from being irreversible and in many cases, will not be able to mitigate this risk, noting that irrevocability is also a major security element of blockchain networks. Circle SAS will not be held liable for this type of loss. From time to time, Circle SAS will inform its clients of such risks through various channels of communication.

3.4.   Security Program. Circle SAS is supported by a dedicated cybersecurity team that monitors the technology environment 24/7, implements multiple layers of security defenses, and performs ongoing security scanning and testing.

G – Information on the sustainability indicators in relation to adverse impact on the climate and other environment-related adverse impacts