Listed Virtual Assets and Trading Services

This Listed Virtual Assets and Trading Services published pursuant to Rule II.B of the VARA Exchange Services Rulebook, which applies in addition to all disclosures required under the Market Conduct Rulebook and to all notifications to VARA required under the Compliance and Risk Management Rulebook, and pursuant to Rule I.B of the VARA Broker-Dealer Services Rulebook, which equally applies in addition to all disclosures required under the Market Conduct Rulebook and to all notifications to VARA required under the Compliance and Risk Management Rulebook.

1. Introduction

Rain MENA FZE (the "Company") is licensed by the Virtual Assets Regulatory Authority ("VARA") to provide both Exchange Services and Broker-Dealer Services. This document sets out information about the Virtual Assets ("VAs") listed on the Company's platform, the Company's trading and execution practices, and certain other disclosures required under the VARA Exchange Services Rulebook and the VARA Broker-Dealer Services Rulebook.

This document should be read alongside the Company's other public disclosures, which are published on this website and include:

• Conflicts of Interest Disclosure;
• Data Privacy Policy;
• Whistleblowing Policy; and
• Complaints Handling Policy and Procedure.

2. Listed Virtual Assets: Summary Information

The table linked below contains a list of the Virtual Assets offered by the Company and a link to the information required to be made available in respect of each Virtual Asset as per the requirement under Rule II.B.1(c) of the VARA Exchange Services Rulebook and Rule I.B.1(c) of the VARA Broker-Dealer Services Rulebook. The table is available here.

The standards and criteria applied by the Company in the assessment, approval, and ongoing monitoring of the Virtual Assets it lists and provides VA Activities in relation to, including the governance framework, assessment criteria, approval process, and arrangements for suspension or delisting, are set out in the Company's Virtual Asset Standards, available here: Virtual Asset Standards.

3. How We Determine the Prices of Virtual Assets

This section satisfies Rule II.B.1(e) of the VARA Exchange Services Rulebook, which requires a description of how the VASP determines the prices of the Virtual Assets it quotes to clients, and Rule I.B.1(d) of the VARA Broker-Dealer Services Rulebook, which requires the same disclosure.

Exchange Services: Order Book Pricing

When you trade Virtual Assets through the Company's exchange platform, prices are determined by the interaction of buy and sell orders submitted by participants on the Company's trading venue. The price at which a transaction executes is the price at which a matching buy order and sell order are paired by the Company's order matching system. The Company does not set or influence the price at which matched transactions execute. The Company's order matching system operates on a price-time priority basis, meaning orders are matched first by price (the best available price) and then, where prices are equal, by the time at which the order was received.

The Company uses market data from external sources to support the integrity and reliability of pricing on its exchange platform. The Company's fee structures are transparent, fair, and non-discriminatory and are designed not to create incentives to place, modify, or cancel orders in a way that disrupts the fair and orderly functioning of any market involving Virtual Assets.

Broker-Dealer Services: Quoted Pricing

When you access Broker-Dealer Services, the Company quotes prices to clients based on the best available price aggregated in real time across multiple liquidity sources, including market makers, OTC desks and exchanges, via the Company's smart order routing technology. The Company achieves best execution by aggregating liquidity from a number of diverse venues, including market makers, OTC desks and exchanges, and licences and utilises smart order router technology to ensure orders are routed to the venue or venues providing the best price at the required volume. The smart order router considers many factors including bid/ask spread, depth, historical latencies and execution quality for each asset on the relevant venues; execution strategies may include splitting orders into smaller sizes to minimise market impact of large orders and distributing orders across multiple venues to achieve the best combination of price and execution quality. At the time a client requests a quote, the Company's smart order router and associated systems provide a price to the client which has a high probability of execution. The quoted price is fixed for a defined period and, if accepted by the client within that period, will be honoured subject to the Company's ability to execute against its liquidity sources at that price. If the order cannot be executed at the quoted price at the time of acceptance, the order will be rejected rather than executed at a worse price than quoted, and the client is then free to request a refreshed quote. The Company's price determination methodology is designed to ensure that prices quoted to clients are fair, competitive, and reflective of prevailing market conditions, in accordance with the Company's best execution obligations under the VARA Broker-Dealer Services Rulebook.

4. Order Routing Practices

This section satisfies Rule I.B.1(e) of the VARA Broker-Dealer Services Rulebook, which requires a description of the VASP's routing practices, including if twenty percent (20%) or more of client orders are routed to any liquidity source and if so, the identity of such source(s). This section applies to Broker-Dealer Services only.

When the Company executes client orders for Broker-Dealer Services, orders are routed to liquidity sources in accordance with the Company's internal best execution policy. The Company's order routing practices are as follows:

As of the date of this disclosure, the Company has not yet commenced the execution of client orders under its VARA Broker-Dealer Services licence and has not finalised arrangements with liquidity sources for this business line. Accordingly, no client order flow has been routed to any liquidity source to date.

Once the Company begins routing client orders, it will execute them in accordance with its internal best execution policy and will disclose the identity of any liquidity source receiving twenty percent (20%) or more of its client order flow. This disclosure will be updated and provided to VARA in accordance with Rule I.B.1(e) of the VARA Broker-Dealer Services Rulebook prior to, or promptly upon, the commencement of order routing activity

The Company reviews its routing practices on a regular basis to ensure they remain consistent with its obligation to achieve best execution for clients. The Company maintains and enforces written internal policies and procedures relating to the execution and routing of client orders, in accordance with Rule I.A.1(b) of the VARA Broker-Dealer Services Rulebook.

5. Clearing Services

This section satisfies Rule I.B.1(f) of the VARA Broker-Dealer Services Rulebook, which requires a statement as to whether the VASP holds or maintains funds or Virtual Assets or provides clearing services for other VASPs providing Broker-Dealer Services and if so, a description of those services. This section applies to Broker-Dealer Services only.

The Company does not hold or maintain funds or Virtual Assets on behalf of, nor provide clearing services to, other VASPs providing Broker-Dealer Services.

6. Protection of Client Assets and Ownership

This section satisfies Rule II.B.1(d) of the VARA Exchange Services Rulebook, which requires details of how Virtual Assets traded over the Company's trading venues are deposited and protected and how clients' ownership in respect of those Virtual Assets is thereby respected, and Rule I.B.1(g) of the VARA Broker-Dealer Services Rulebook, which requires a statement of the Company's arrangements for the protection of clients' ownership of assets held by the Company

Custody Arrangements

The Company outsources the custody of client Virtual Assets to BitGo Custody MENA FZE, a qualified custodian that is itself licensed by VARA to provide Custody Services. The Company's entire custody infrastructure is hosted within BitGo's enterprise platform, which provides two categories of wallet:

• Cold storage (qualified custody): At least 90% of client Assets Under Custody per supported Virtual Asset are held in cold wallets under qualified custody by BitGo Custody MENA FZE, with withdrawals subject to multi-party controls including video verification. All three key components, the User Key shards, the Platform Key, and the Backup Key, are held and managed by BitGo Custody MENA FZE. Rain employees with "video-verified" status must authenticate on a video call with BitGo if a rolling withdrawal limit of USD 250,000 is exceeded, before the transaction is processed and signed by BitGo's Trust team.
• Hot and warm wallets (self-managed): The combined exposure of all hot and warm wallets, including receive, send, warm, operational, OTC, and external liquidity partner wallets, must not exceed 10% of total Assets Under Custody at any time. Any breach triggers an automated alert and an immediate sweep to cold storage. These wallets are operated through BitGo's enterprise platform using Threshold Signature Scheme / Multi-Party Computation (TSS/MPC) technology, under which no complete private key exists at any point in time. Each wallet is controlled by mathematically independent key shares, and transactions are signed through a distributed protocol in which the full key is never reconstructed, even momentarily. All movements within the Company's BitGo enterprise are subject to maker-checker controls (one initiator and two independent administrator approvals) and pre-verified, whitelisted destination addresses.

Segregation of Client Assets

Client Virtual Assets are held in wallets clearly labelled as "Client VA Wallets" in the Company's books and records. Proprietary assets, including revenue and operational funds, are held exclusively in a separate overflow wallet and are never co-mingled with client assets. The Company's crypto solvency dashboard tracks all client assets, proprietary funds, and any co-mingled amounts per coin in real time. Automated hourly reconciliation, daily finance reconciliation, and weekly manual reconciliation provide multiple layers of ongoing assurance, and any negative balance event is reported to VARA immediately.

Client Ownership

The Company maintains reserve assets equivalent to 100% of all client Virtual Asset liabilities at all times, held on a one-to-one basis in the same Virtual Asset in which those liabilities are owed. Client Virtual Assets are not rehypothecated. Client Virtual Assets are not owned by the Company and do not form part of the Company's estate in the event of insolvency. Client assets are legally separate from the Company's proprietary assets, treated as off-balance-sheet assets, and contractually protected from being made available to the Company's creditors. Where client Virtual Assets are held with BitGo Custody MENA FZE in cold storage, contractual arrangements ensure full segregation from BitGo's own assets and from the assets of other BitGo clients. BitGo Custody MENA FZE is itself licensed by VARA.

7. Client Referrals and Introductions

This section satisfies Rule I.B.1(h) of the VARA Broker-Dealer Services Rulebook, which requires a statement of whether the VASP refers or introduces clients to other entities including, but not limited to, other VASPs and, if so, a description of the terms of such arrangements and the monetary or non-monetary benefits received by the VASP, including by way of reciprocation for any service or business. This section applies to Broker-Dealer Services only.

The Company does not refer or introduce clients to any other entity, including any other VASP.

Where the Company may refer or introduce clients to other entities, it ensures that such arrangements do not give rise to conflicts of interest that adversely affect clients. Details of the Company's approach to managing conflicts of interest arising from such arrangements are set out in the Company's Conflicts of Interest Statement, available here.

8. Third-Party Accounts, Funds, and Virtual Assets

This section satisfies Rule I.B.1(i) of the VARA Broker-Dealer Services Rulebook, which requires a statement of whether the VASP has accounts, funds or Virtual Assets maintained by a third party and if so, the identity of that third party. This section applies to Broker-Dealer Services only.

The Company carefully selects custodian and banking partners through industry-standard due diligence procedures to ensure client funds and Virtual Assets are safeguarded and protected.

Client funds are held in client money accounts by our third-party banking partner Zand Bank PJSC with those funds being segregated from the Company's own funds. The Company reserves the right to change its third-party banking partners from time to time. 

The Company outsources the custody of client Virtual Assets to BitGo Custody MENA FZE, a qualified custodian that is itself licensed by VARA to provide Custody Services. For detailed information, please see section 6 above (Protection of Client Assets and Ownership).

9. Other Disclosable Matters

This section satisfies Rule II.B.2 of the VARA Exchange Services Rulebook and Rule I.B.2 of the VARA Broker-Dealer Services Rulebook, both of which require VASPs to publish, to the extent permissible under applicable laws, details of any past convictions or prosecutions of any member(s) of their Senior Management or Board, whether before the courts of the UAE or the courts of another jurisdiction, and any other information relating to their business or activities as VARA may reasonably require.

To the best of the Company's knowledge, as of the date of this disclosure, no member of the Company's Board or Senior Management has been the subject of any criminal conviction or prosecution, whether before the courts of the UAE or the courts of any other jurisdiction, that is required to be disclosed under applicable laws.

This disclosure will be updated promptly if any change is required.

10. Regulatory Framework

This disclosure has been published in accordance with:

• Rule II.B.1 of the VARA Exchange Services Rulebook, which requires VASPs providing Exchange Services to publish on their website in a prominent place or make available by other publicly accessible means: a detailed description of conflicts of interest and how they are managed; their data privacy, whistleblowing and complaints policies; a per-VA summary; details of how client VAs are deposited, protected and how client ownership is respected; and a description of how the VASP determines the prices of VAs it quotes to clients; and
• Rule I.B.1 of the VARA Broker-Dealer Services Rulebook, which requires VASPs providing Broker-Dealer Services to publish on their website in a prominent place or make available by other publicly accessible means: a detailed description of conflicts of interest; their data privacy, whistleblowing and complaints policies; a per-VA summary; a description of price determination; a description of routing practices; a statement on clearing services; a statement on the protection of clients' ownership of assets; a statement on client referrals; and a statement on third-party accounts, funds and VAs.

The disclosure requirements set out in this document are in addition to all disclosures required under the Market Conduct Rulebook and to all notifications to VARA required under the Compliance and Risk Management Rulebook.

This disclosure is reviewed and updated on a regular basis.