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SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

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Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#131

Earlier quoted context omitted.

Much like vaccines, meat inspection, and building codes, we've forgotten what it's like without them. We (Great Britain and USA) have been making securities regulations for 400 years. The important lesson of securities regulation is that it helps the "good" guys more than it hurts the bad guys. When I buy 100 shares of PZZA, I want to be reasonably confident that Papa Johns is cooking pizza and not the books. That co…

A case for mandatory vaccination can be made, as it addresses public health threats, which are negative externalities. Meat inspection cannot. You can choose to eat only government certified meat and not suffer any ill effects from non-certified meat being available on the market. Just because you want products certified by a government body to be safe doesn't mean you have a right to force others to live according t…

> A case for mandatory vaccination can be made, as it addresses public health threats, which are negative externalities. Meat inspection cannot.

Meat inspection deals with a different failure of ideal markets than direct externalities, to wit, information asymmetry. However,the market inefficiency produced by information assymetry itself has negative externalities, so it's not unrelated.

Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#132
post #114

Earlier quoted context omitted.

No, the issue is that it doesn't matter where you are based, if you offer securities to US persons, you have to abide by US securities laws. If you offer securities to Germans, you have to abide by German laws.

I an not sure that is binding on the company. Can you find a source for it in US securities law or SEC memo?

https://www.sec.gov/about/offices/oia/oia_crossborder.shtml

Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#135
post #92
post #2

BOOM! the game just changed... > In light of the facts and circumstances, the agency has decided not to bring charges in this instance, or make findings of violations in the Report, but rather to caution the industry and market participants: the federal securities laws apply to those who offer and sell securities in the United States, regardless whether the issuing entity is a traditional company or a decentralized a…

This changes nothing to most of the ICOs, most of them have information that they do not offer their tokens to US citizens.

Are they obliged to check this, though? The only checks I've ever seen are making investors tick a box on a webpage to confirm that they aren't a US citizen. Is that good enough, or are these ICOs expected to do more thorough checking?

Some ICOs have advertised their sales in the US, I wonder if the SEC will look on that as offering their tokens to US citizens, whatever the wording they put on their websites?

Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#136
post #28

Earlier quoted context omitted.

It does seem to be ambiguous. If you read the qualifications in section III: https://www.sec.gov/litigation/investreport/34-81207.pdf , they seem to apply to voucher tokens as well. Especially "A reasonable expectation of profit".

This seems like an important distinction, i.e., between an ownership token and a "voucher token," assuming the latter is a token that gives the holder the right to some service. Curious how a groupon isn't a security if a voucher token is.

The Howey test for "is it a security?"

* an investment of money has been made,

* in a common enterprise and

* the investor has the expectation of profits, which profits are expected to arise solely, or substantially, from the efforts of the promoter or third party.[1]

That pretty much covers all "make money fast" schemes.

[1] https://www.americanbar.org/content/dam/aba/publications/blt...

Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#137
post #82

The SEC should show that it protects everyone's rights and not just large firms with piles of cash to pay to them and to pay expensive lawyers. Otherwise we have to assume that this is largely about trying to tax things. The way they can do this is by making a real effort to update their technical, documentation, and regulatory programs. Is there a straightforward way to do an Edgar filing that doesn't require a bunc…

I mean, this describes tax code and legislation in general. I'm hoping we can get text parsing models to the point that they can be utilized to simplify legal documents or even the entire US Tax Code. Like, Google Translate can translate Chinese to English decently, imagine if one day it could translate Legal Tax Code MumboJumbo to English as well? Or even cooler, if you could plug in your personal details (well, terrifying I guess) and it spits out all the loopholes you can exploit.

EDIT: I guess services like H&R block tried to automate this, but I'm thinking less like "oh you donated x dollars, make sure to put that on your forms!" and more like "Hey, you live in x city, did you know if you move a mere x miles away you avoid city taxes for y, county taxes for z, and can put a moving bonus for moving n miles!" or even "You are x type of contractor, consider switching your status to y because you will get these real number tax benefits."

Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#138
post #6

There was no doubt in my mind this was coming. Still waiting for them to come down hard on a company as an example. In this article it says they won't bring charges in this instance, meaning The DAO, however; if you have taken part in an unregistered sale of securities recently as a U.S. "company", you may want to seek legal advice on how to proceed right away. Maybe a deal can be made with the SEC for "ICO"'s that h…

> Or you may be advised to leave the U.S., which may be the best option

If you were in the United States and/or sold securities to an American investor, the deed is done. Skipping town to avoid the SEC only serves to turn your potential civil liability into a foreign fugitive case.

Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#139

Earlier quoted context omitted.

I imagine blocking U.S. contributors would significantly affect the ecosystem.

Status prohibited US citizens from participating in their ICO and they still raised $100M. Anyone tech savvy enough to contribute money to an ICO is tech savvy enough to connect to a non-US VPN before doing it.

Good luck fending off the SEC with an argument about VPNs when you have millions of dollars of US citizen investment in your coffers.

Re: SEC Issues Report Concluding DAO Tokens, a Digital Asset, Were Securities

#140
post #110

Earlier quoted context omitted.

Israel does not regulate sales of securities to non-Israelis. This resulted in a huge binary option scam industry based out of Tel Aviv.[1] It got so big that it was 40% of Israel's financial sector. It became a political embarrassment for Israel. "Because this industry gives Israel such a bad name and inflames anti-Semitism, we must uproot the phenomenon." - Israel's top securities regulator. A law change is coming,…

Can you elaborate on the details of these laws? For example can Israel's Securities Authority retroactively go after companies by classifying ICOs as securities? Or in this case, ALL securities can still currently be sold by Israeli companies to foreigners? Also, what are the rules for Cyprus and Bulgaria? Where do you get the information about their popularity and their applicable securities laws?

No, but if you want, I can refer you to a good securities lawyer at Wilson Sonsini.
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