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Author: Philipp Maume
Publisher:
ISBN:
Category :
Languages : en
Pages : 30
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Book Description
There is a growing consensus among regulators and commentators that some cryptocurrencies (so-called 'investment tokens' or 'security tokens') are securities, provided that they grant their owner rights that are comparable to those of an investor. As a consequence, EU initial disclosure regulation applies, requiring the issuer to draw up a prospectus that contains all the information relevant for an investor to make an informed decision. Issuers of investment tokens are also subject to prospectus liability if the prospectus is flawed or no prospectus was made available at all.However, this conclusion is only the first step of the wider debate of the best regulation of investment tokens, and many questions remain. The element in the room is whether the current regulation can be sensibly applied to public offers of investment tokens. This article discusses open questions in this regard, such as which national regulator is responsible for prospectus review and administrative measures? How can issuers from outside the EU ensure they do not become subject to the EU initial disclosure obligations? Who would the 'issuer' be the tokens were offered by a decentralised network? The article concludes that EU initial disclosure regulation can be sensibly applied to initial coin offerings. However, the fact that supervision and enforcement are currently carried out on the national level poses serious problems that should be addressed in the future.
Author: Philipp Maume
Publisher:
ISBN:
Category :
Languages : en
Pages : 30
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Book Description
There is a growing consensus among regulators and commentators that some cryptocurrencies (so-called 'investment tokens' or 'security tokens') are securities, provided that they grant their owner rights that are comparable to those of an investor. As a consequence, EU initial disclosure regulation applies, requiring the issuer to draw up a prospectus that contains all the information relevant for an investor to make an informed decision. Issuers of investment tokens are also subject to prospectus liability if the prospectus is flawed or no prospectus was made available at all.However, this conclusion is only the first step of the wider debate of the best regulation of investment tokens, and many questions remain. The element in the room is whether the current regulation can be sensibly applied to public offers of investment tokens. This article discusses open questions in this regard, such as which national regulator is responsible for prospectus review and administrative measures? How can issuers from outside the EU ensure they do not become subject to the EU initial disclosure obligations? Who would the 'issuer' be the tokens were offered by a decentralised network? The article concludes that EU initial disclosure regulation can be sensibly applied to initial coin offerings. However, the fact that supervision and enforcement are currently carried out on the national level poses serious problems that should be addressed in the future.
Author: Philipp Maume
Publisher:
ISBN:
Category :
Languages : en
Pages : 44
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Book Description
Initial Coin Offerings (ICOs) are currently the hottest topic in the financial markets. They typically use blockchain technology to offer so-called 'tokens' that can confer various rights. Experts estimate that the amount of money raised via ICOs will reach US$ 20 billion by the end of 2018. Commentators have described the ICO bonanza as a new gold rush. Nevertheless, the legal framework for ICOs remains unclear because traditional securities regulation is designed for classical securities that are traded on a stock exchange. In late 2017, the US Securities and Exchange Commission released two statements that highlighted that tokens may be subject to US securities regulation if they meet the requirements for 'investment contract' as laid out in the Howey test. However, regulators in Asia and Europe remain quite vague on the issue. In this article we analyze the legal framework for ICOs in the European Union. It is our view that investment tokens (including hybrid tokens with some investment functions) are 'transferable securities' under Directive 2014/65/EU on Markets in Financial Instruments. Despite resting on a highly dissimilar definition, the financial markets law of the European Union, if applied correctly, applies to token classifications - this is comparable with the US Securities and Exchange Commission's approach. The result would be a similar framework in two of the most vibrant regions for ICOs. It would be a first step towards a harmonized application of securities laws to ICOs, avoiding regulatory patchwork and a possible 'race to the bottom'
Author: Oscar Bruderer
Publisher:
ISBN:
Category :
Languages : en
Pages :
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Book Description
Initial Coin Offerings (ICOs) have been gaining popularity as an alternate way of funding through the issuance of tokens on a blockchain network. While this new technology has the potential to fundamentally alter the way in which the capital market operates, there is a lot of confusion as to what a token actually is and how it should be regulated. Since the tokens used in ICOs come in a variety of shapes and sizes, their status under securities laws is often unclear. For this reason, this paper will investigate whether different types of tokens used in ICOs fall under the definition of a security under Swiss, EU, and U.S. securities laws in order to ultimately determine how they should be regulated in the U.S. Based on legal analysis, we find that while the three nations define a security differently, they all struggle to set the boundaries in the case of utility tokens. Whereas Switzerland has the clearest regulation in this regard, U.S. securities laws are by far the most ambiguous when it comes to defining the legal status of a utility token. Finally, for tokens that meet the definition of a security, this paper argues that current securities regulations in the U.S. are not apt for facilitating the growth of ICOs. Therefore, the Securities and Exchange Commission should: (1) provide more clarity as to how they will regulate token sales, (2) create a safe harbor for token exchanges, and (3) create an exemption for token sales. Not doing so would prompt issuers from leaving to another jurisdiction which would make ICOs harder to regulate, chill innovation, and cause the U.S. to lose their spot as a global hub for this new form of raising capital.
Author: Lars Klöhn
Publisher:
ISBN:
Category :
Languages : en
Pages : 42
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Book Description
Initial Coin Offerings (or Token Sales) are currently the “hottest game in town” in capital markets law. The discussion revolves around two core questions: Do token sales fall within the scope of existing EU capital markets legislation and do they warrant specific regulation? We will try to answer the first question while building a foundation for discussing the second question. To provide a complete picture, we examine the key economics of ICO-financed projects, their up- and downsides for investors and draw a comparison to regulatory activities both in the US and Switzerland.
Author: Mert Ozgur
Publisher:
ISBN:
Category :
Languages : en
Pages : 0
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Book Description
This thesis canvasses how the United States, France, and the European Union have approached the issue of whether ICOs should be considered securities offerings for the purpose of applying securities law. It analyzes the existing legal frameworks in the United States and France as well as prospective laws and regulations that are currently being discussed by the United States Congress and the French Parliament. In both countries, legislators have refrained from legislating on the subject, which has contributed to legal uncertainty. Nevertheless, some laws were passed fairly early on in order to stop the proliferation of ICOs. At this stage, however, prospective legislation is being proposed to replace existing, prohibitive laws, which would create conditions that are more conducive to ICOs.
Author: Thijs Maas
Publisher:
ISBN:
Category :
Languages : en
Pages : 77
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Book Description
This article presents a comparative analysis of the application of US and EU securities laws to initial coin offerings (ICOs), or token sales. An extensive token taxonomy framework is proposed to categorize digital assets in order to advance a more precise discussion on the legal classification and regulation of tokens. For the US, a full analysis of the application of the Howey test to different types of tokens gives insight into classification of tokens as a security (“investment contract”) under Section 2(a)(1) of the US Securities Act of 1933 and 3(a)(10) of the Securities Exchange Act of 1934. The analysis shows that most, if not all, so-called utility tokens can be classified as a security in the US. A possible 'sufficiency-of-decentralization-test' is also explored, while taking prior case law and the multiple dimensions of decentralization of blockchain projects into account. For EU financial law, the analysis in this paper focuses on the classification of tokens as 'transferable securities' under Art. 4(1)(44) of MIFiD II. The analysis shows that, in contrast to the US, pure utility tokens might not be deemed transferable securities under the EU securities regime. Across EU Member States however, large differences exist in terms of the legal classification of most tokens, which result from the freedom provided to EU Member States in transposing the MIFiD II definition of transferable securities into national law. The analysis in this paper provides insight into the two main approaches adhered to by EU Member States in the implementation of this definition, as well as their consequences for the legal classification of tokens. Conclusions are subsequently drawn on possible offering strategies adopted by issuers for future token sales and regulatory developments in the US and EU.
Author: Jue Wang
Publisher:
ISBN:
Category : Cryptocurrencies
Languages : en
Pages : 352
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Book Description
This thesis introduces a newly emerged funding method based on blockchain technology, namely, the Initial Coin Offering (ICO), and examines the impact of regulations on this funding method. Drawing on both financial and innovation theories, the thesis argues that regulations negatively impact the ICO market at a macro level in its early stage of development. Using a panel analysis of hand-collected cross-national data from 2013 to 2017, the findings of this thesis are consistent with the hypotheses. Overall, this thesis provides an important implication for both policymakers and regulators, indicating the need for a "balance" between investor protection and market development when regulating financial activities that are driven by emerging technology.
Author: Loris Meyer
Publisher:
ISBN:
Category :
Languages : en
Pages : 70
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Author: Vladislav Burilov
Publisher:
ISBN:
Category :
Languages : en
Pages : 41
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Book Description
Much like initial public offerings produce publicly traded securities, Initial Coin Offerings (icos) produce crypto tokens tradeable on crypto exchanges. Despite an apparent need for investor protection the ico and the tokenisation phenomenon have yet to be addressed by legislative action on the EU level. The paper studies the suitability of the EU regulatory framework to capture tokenised financial instruments and utility tokens based on the views of the EU supervisory and national competent authorities. It is argued that EU regulators shall first ensure legal certainty by defining the scope of to-kenised financial instruments subject to MiFID. Further, authorisation and ongoing requirements shall be adapted to address the risks posed by distributed technology and direct global access of investors to crypto markets. Finally, there is no immediate need for a bespoke EU-wide regime governing utility tokens; fragmentation of the market is a positive development providing a testing field for future supranational initiatives.
Author: Christian Piska
Publisher:
ISBN: 9783214024734
Category :
Languages : de
Pages :
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