Why businesses need Legal Opinion: a response to regulatory uncertainty in the crypto industry

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At Manimama, we specialise in the development of various Legal Opinions for companies operating in the areas of crypto/virtual assets, DeFi, tokenisation, Web3, NFT, payment infrastructure, marketing and other high-tech areas. Our experience includes hundreds of successful cases where a Legal Opinion has become a tool for reducing regulatory risks, optimising the operating model and increasing counterparty confidence.

What is a Legal Opinion in the field of crypto law?

A Legal Opinion is a formal document issued by a lawyer or law firm that provides a legal analysis of a particular product, platform or transaction. Whether you are a legal entity, financial institution or individual, understanding when and why to seek a Legal Opinion is essential to ensure that your actions are legally sound and comply with applicable laws and regulations.

In the field of cryptocurrencies, a Legal Opinion is most often used to:

  • Determining whether a product is subject to licensing under MiCA or other legislation of the EU or any other country.
  • Classification of a token (utility token, security token, e-money, etc.), requirements for its issuance, token issuance procedure, requirements for white papers, etc.
  • Analysis of liability risks for project founders or participants.
  • Assessment of compliance with the requirements of anti-money laundering and counter-terrorist financing (‘AML/CFT’) legislation.
  • Representing the company’s position to banks, exchanges, payment systems, auditors, and investors.
  • Conducting business through the Play Market and Apple Store.
  • Any other legal issues in the above area. 

In practice, Legal Opinion often allows the client to remove the obligation to obtain a licence if the business or product model can be transformed or structured in such a way as to avoid falling under the scope of regulation. We have repeatedly helped companies to see their project from a different perspective – not only from a legal perspective, but also from a strategic one. Legal Opinion in this format becomes a tool for reviewing the approach to a product or jurisdictional presence, which helps to avoid unnecessary licensing costs or excessive regulation.

In addition, Legal Opinion significantly strengthens the client’s position in front of counterparties, including banks, payment services, institutional partners, regulators, etc. In cases where the client is undergoing verification procedures or connecting to the financial infrastructure, the Legal Opinion allows to clearly demonstrate the compliance of the business model with the requirements of the regulator, which significantly increases the chances of a positive outcome.

The Legal Opinion is also one of the key elements in preparing companies to work under MiCA. Due to the implementation of this regulation in the European Union, more and more crypto projects are facing new requirements for licensing, internal policies and corporate structuring. It is the Legal Opinion that allows us to clearly define the legal status of a product or token in the context of the new regulation.

Why does a business need Legal Opinion?

1. Risk management.

A Legal Opinion helps to identify potential legal risks and liabilities before they become a serious problem. This can prevent costly lawsuits, fines, and other legal problems.

2. Ensure compliance.

Legal Opinions provide assurance that business activities comply with local and international laws, especially in regulated industries such as financial services, Crypto-assets, DeFi, and intellectual property.

3. Optimisation of the regulatory strategy.

Legal Opinion allows you to understand when it is possible to operate without a licence, change the business model or structure of a transaction to reduce legal risks or check the legality of certain actions. At Manimama, we have repeatedly proved that a rationally formulated model is the key to launching a project without the need to obtain complex and expensive permits.

4. A tool for interaction with counterparties.

Banks, exchanges, payment operators, KYC/AML solution providers – they all expect the client to confirm the legal purity of their activities. It is Legal Opinion that allows you to strengthen your position in negotiations, simplify onboarding procedures, and confirm that your project complies with the law.

5. Regulatory transparency for investors.

Attracting investment in Crypto-asset projects is impossible without demonstrating legal purity. The availability of a high-quality Legal Opinion is evidence of a responsible approach to launch, which reduces legal risks for potential investors.

6. Protection of founders and team.

The Legal Opinion forms a legal assessment of the parties’ participation in the project. This is important not only for external players but also for internal corporate structuring, including protection against possible sanctions risks.

When is a Legal Opinion critical?

  1. Launching a DeFi platform – with the growth of DeFi platforms, legal clarity is paramount. We provide Legal Opinions on DeFi protocols, governance structures, smart contracts and regulatory compliance related to DeFi services. We also assist businesses in risk management and compliance with relevant financial laws, analysing whether the platform is subject to regulation as a payment system, exchange, custodial service or crypto service provider.
  1. Development and sale of tokens – to determine their legal nature and avoid classification as a security under MiCA, the Prospectus Regulation or national law. In addition, token issuers operating in the EU (e.g., targeting EU investors) are required to provide a Legal Opinion that the asset-referenced token does not meet any of the characteristics listed in the MiCA, in accordance with Article 18(2) of the MiCA. 
  1. Crypto-acquirers and exchange services – to assess the need to obtain VASP or CASP status in the relevant jurisdiction.
  1. DAO, Web3 – to formalise the status of users, rules of participation, and the legal nature of interaction with a protocol or platform.
  1. Integration with financial institutions – Legal Opinion is often a condition for opening accounts, passing KYC/AML checks, or signing agreements with banks, exchanges, and payment systems.
  1. FinTech. As FinTech continues to disrupt traditional financial systems, businesses need legal support to navigate the complex landscape of financial services, digital payments and financing models. Our Legal Opinions cover all aspects of FinTech regulation, from licensing requirements to data privacy and consumer protection.
  1. Licensing requirements – whether you are seeking a licence in the EU or other jurisdictions, we provide clear explanations and guidance on regulatory compliance and the need to obtain a licence to operate your business.

In these cases, Legal Opinion plays a dual role: on the one hand, documenting the legal status of the product, and on the other hand, conducting systematic preparation for the EU regulatory environment and beyond.

Structure of a Legal Opinion

A Legal Opinion prepared by Manimama usually includes:

  • Introduction and objectives of the document.
  • Description of the model/product/token.
  • Regulatory analysis in the context of the jurisdiction.
  • AML/CFT compliance assessment (if applicable).
  • Conclusion on licensing and legality.
  • A separate section on risks and limitations.

The document is prepared taking into account the requirements of banks, regulators, internal policies of institutions and can be adapted to a specific request or purpose of its preparation. Legal Opinion can be presented as a confidential document or as a public positioning tool.

Why Manimama?

We do not offer one-size-fits-all solutions. Each Legal Opinion we provide is tailored to the unique challenges and needs of your business.

Manimama works at the intersection of technology and law, with a focus on promising innovative projects. With our experience in cross-border regulation, we are well versed in the legal requirements of different jurisdictions, making us a global partner for businesses working with Crypto-assets and FinTech.

Manimama’s team has many years of experience in international crypto law, technology, financial instruments, and innovative businesses, and has worked with dozens of models in Web3, DeFi, tokenisation, DAO, NFT, and crypto-acquiring, and we know exactly how to turn legal uncertainty into an advantage for our clients.

All projects are handled with the utmost attention to data security and client business reputation. We work for results – and our opinions stand up to scrutiny by both exchanges and regulators.

Our team has experience in preparing Legal Opinions, in particular, for:

  • Companies engaged in tokenisation with legal regulation in accordance with the norms of the EU, the USA, Estonia, Singapore and other jurisdictions (utility/security/e-money).
  • DeFi models (DEX, DAO), with an assessment of their compliance with licensing regimes.
  • platforms for crypto-acquiring, exchange, custodial storage, with an analysis of the need to obtain VASP or CASP status.
  • structured solutions for DAO and Web3 governance with a focus on user participation, token holders and decision-making mechanisms.
  • NFT transactions, with the definition of the legal nature of digital assets and risks for rights holders/creators.

Our team consists of experienced lawyers with a deep understanding of the complex legal framework, which ensures that you receive comprehensive and effective legal advice. We have a technical team that understands how smart contracts, blockchain infrastructure, NFT protocols, etc. work.

We ensure that our Legal Opinions are up-to-date with the latest regulatory trends, ensuring that your business is compliant now and in the future.

We don’t just prepare documents – we build legal security into your business model.

As conclusion

Legal Opinion is not an optional document for “just in case”. It is a necessary risk management tool in a field where one wrong step can cost not only monetary capital but also legal liability. If you are launching a product related to cryptocurrencies, digital assets, or are planning to enter the global market, start with a Legal Opinion.

Do you need a Legal Opinion?

The Manimama Law Firm team is ready to become your legal advisor and help you go through this process confidently, safely and efficiently.

Don’t try to navigate the complexities of the legal landscape on your own – trust Manimama to provide the expert legal support you need to succeed. Contact us today to arrange a consultation and find out how we can help protect and grow your business.

When you choose Manimama Law Firm, you gain access to the knowledge, experience and strategic insight you need to thrive in the fast-paced world of crypto law.

Our contacts

If you want to become our client or partner, feel free to contact us at support@manimama.eu.

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Manimama Law Firm provides a gateway for the companies operating as the virtual asset wallet and exchange providers allowing to enter to the markets legally. We are ready to offer an appropriate support in obtaining a license with lower founding and operating costs. We offer KYC/AML launch, support in risk assessment, legal services, legal opinions, advice on general data protection provisions, contracts and all necessary legal and business tools to start business of virtual asset service provider.


The content of this article is intended to provide a general guide to the subject matter, not to be considered as a legal consultation.

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