Evaluation of the legal nature of projects funded with ICOs is extremely important to define the legal and tax characteristics of tokens. The legal qualification of a token has practical implications for the legal status of its creator, token trading rules and other entities (buyers of tokens or intermediaries in their trade). Presentation will focus on legal types of tokens, specific requirements for ICO’s promoters and attitude of regulatory authorities towards token crowdsales in individual countries.
Ukrainian Law Firms 2018. A Handbook for Foreign Clients
http://ukrainianlawfirms.com/ukrainian-law-firms-2018-a-handbook-for-foreign-clients-is-now-available-in-print/
ICOs are becoming increasingly accepted as an alternative means to generate capital for a variety of projects. How do ICOs compare to other financing options and how are they treated by regulators?
How venture capital backed startups can use token offerings to raise non-dilutive financing. In 2017, companies raised over $4 billion through token offerings (called Initial Coin Offerings)
Blockchain technology enables new and disruptive business models as well as the opportunity to dramatically improve efficiency in existing business models across multiple industries from financial services to logistics to pharmaceuticals. This presentation describes these opportunities and how businesses can implement them.
B11: Central IP & IT Court | FinTech: Legal and Regulatory Challenges (7 Aug ...Kullarat Phongsathaporn
"Special seminar on Memorial Day for Thailand's Father of Law" by Central IP & IT Court, Panelist for "FinTech: Legal and Regulatory Challenges" (7 Aug 2019)
"APAC Technology Conference" by BM APAC, Panelist for "Key challenges and opportunities facing technology businesses in Asia Pacific - Session: Innovation through M&A and Partnering" (31 July 2018)
Ukrainian Law Firms 2018. A Handbook for Foreign Clients
http://ukrainianlawfirms.com/ukrainian-law-firms-2018-a-handbook-for-foreign-clients-is-now-available-in-print/
ICOs are becoming increasingly accepted as an alternative means to generate capital for a variety of projects. How do ICOs compare to other financing options and how are they treated by regulators?
How venture capital backed startups can use token offerings to raise non-dilutive financing. In 2017, companies raised over $4 billion through token offerings (called Initial Coin Offerings)
Blockchain technology enables new and disruptive business models as well as the opportunity to dramatically improve efficiency in existing business models across multiple industries from financial services to logistics to pharmaceuticals. This presentation describes these opportunities and how businesses can implement them.
B11: Central IP & IT Court | FinTech: Legal and Regulatory Challenges (7 Aug ...Kullarat Phongsathaporn
"Special seminar on Memorial Day for Thailand's Father of Law" by Central IP & IT Court, Panelist for "FinTech: Legal and Regulatory Challenges" (7 Aug 2019)
"APAC Technology Conference" by BM APAC, Panelist for "Key challenges and opportunities facing technology businesses in Asia Pacific - Session: Innovation through M&A and Partnering" (31 July 2018)
B12: AMLO | FinTech Situation in Thailand and Offshore and Money Laundering R...Kullarat Phongsathaporn
"AMLO Seminar and Workshop regarding new types of financial transactions: FinTech and Financial Inclusion" by AMLO, Panelist for "FinTech Situation in Thailand and Offshore and Money Laundering Risks" (4 Jul 2019)
The Young PE Leaders Legal Committee has produced a paper summarising the key legal aspects to be taken into consideration for security token offerings.
Regulation of ICOs in Ireland: An Overview of the Legal, Tax and Regulatory P...Matheson Law Firm
Corporate M&A partner Fergus Bolster together with Tax partner Mark O'Sullivan and Financial Institutions senior associate Lorna Daly look at the regulation of ICOs in Ireland.
btlcoin token A protocol that supports a decentralized, pseudo-anonymous, peer-to-peer digital currency*. A publicly disclosed linked ledger of transactions stored in a blockchain. A reward driven system for achieving consensus (mining) based on “Proofs of Work” for helping to secure the network. A “scare token” ...
How crypto tokens qualify under swiss law a comprehensive frameworkRonald Kogens
HOW CRYPTO-TOKENS QUALIFY UNDER SWISS LAW: A COMPREHENSIVE FRAMEWORK
Blockchain technology has become a reality as part of the digitalisationof the economy. Every day, there is proof of disruptive transformations of long-standing mechanisms into new ecosystems on the blockchain. While existing market participants are in many cases overwhelmed by the new normal, the new players operate with the greatest creativity and efficiency.
There are no limits to the new ecosystems. The blockchainoffers countless possibilities of disintermediation, of participating in and transferring assets, of recordkeeping and of creating e-commerce beyond the boundaries of national currencies. And we are only at the beginning of this transformation.
Tokens created on the blockchaincan be used to represent a wide variety of instruments and processes. For example, a new means of payment can be created or indirect rights to shares, loans or access rights can be digitised. The legal qualification of the tokens is a major challenge due to the aforementioned diversity.
The important (and not so new) principle for finding your way around in this new digital environment is: “first analyse the context, then undertake the legal classification under the rules of the existing laws.” The hybrid nature of many tokens will defy the clear categories within which the law is typically structured and any attempt to commence by looking at traditional legal instruments and impose them on the tokens of the new ecosystems will therefore fail. Instead each token has to be taken apart and its components must be qualified individually.
In order to bring the tokens of the new ecosystems closer to the public, FRORIEP's Disruptive Technologies Practice Group has developed a Token Framework. In doing so, a distinction is made between cryptocurrencies, tokens giving title to monetary claims and tokens for other purposes. Tokens giving title to monetary claims are further categorisedas being either debt, equity or participation rights tokens. These subcategories stem from the financial treatment of the obligations on the balance sheet or (in the case of participation rights tokens) on the profit & loss statement of the issuer.
The following diagrams show the possible functions of tokens on the blockchainand the FRORIEP Token Framework.
Deatherage presentation blockchain, cryptocurrency, smart contracts and the l...Scott Deatherage
Blockchain, cryptocurrency, smart contracts and the law provides a general outline of blockchain technology, cryptocurrency, and smart contracts as well as a discussion of legal issues related to these topics.
B17: U.S. Chamber of Commerce, the Thai Chamber of Commerce, and AmCham Thail...Kullarat Phongsathaporn
"The New Digital Economy: Creating Thailand-U.S. Commercial Opportunities Conference" by U.S. Chamber of Commerce, the Thai Chamber of Commerce, and AmCham Thailand, Panelist for "Blockchain - Implications for Thailand and Other Emerging Markets " (24 Sep 2018)
In this article, I review recent studies on blockchains, crypto currencies, and initial coin offerings. I organize the research into two broad categories on the economics of decentralized ledger technologies and their impacts on the real economy. I also outline promising directions for future research in this area.
Developments in the blockchain space are happening at a rapid pace and we can witness institutions and companies exploring blockchain use-cases, recognizing their absolute grounds in the blockchain (networks), architecting protocols and reaching out to parties (potential partners) to convince them of co-founding or joining the proposed network. However, there are some shortfalls in their approach that has been a major reason behind the slower-adoption rate of blockchain technologies. An enterprise level value-creating DLT network can only happen if companies and government can work together to revisit their current approach. In this document, we will try to outline a policy approach that might help eliminate key obstacles for network formation.
Week 7 - Legal Issues in Blockchain and CryptocurrenciesRoger Royse
Instructor: Roger Royse, Founder of Royse Law Firm
Course Title: The Business Basics of Blockchain, Cryptocurrencies, and Tokens
Location: Stanford Continuing Studies
Week: 7 (of 7)
The seventh session will examine legal issues in blockchain applications. We will discuss the legal structure of an initial coin or security coin offering (ICO) in the US and globally, including the rules governing the sale of securities in the US. We will overview patent and intellectual property (IP) issues in blockchain and licensing agreements that provide protection to inventors while making resources available for open innovation.
B12: AMLO | FinTech Situation in Thailand and Offshore and Money Laundering R...Kullarat Phongsathaporn
"AMLO Seminar and Workshop regarding new types of financial transactions: FinTech and Financial Inclusion" by AMLO, Panelist for "FinTech Situation in Thailand and Offshore and Money Laundering Risks" (4 Jul 2019)
The Young PE Leaders Legal Committee has produced a paper summarising the key legal aspects to be taken into consideration for security token offerings.
Regulation of ICOs in Ireland: An Overview of the Legal, Tax and Regulatory P...Matheson Law Firm
Corporate M&A partner Fergus Bolster together with Tax partner Mark O'Sullivan and Financial Institutions senior associate Lorna Daly look at the regulation of ICOs in Ireland.
btlcoin token A protocol that supports a decentralized, pseudo-anonymous, peer-to-peer digital currency*. A publicly disclosed linked ledger of transactions stored in a blockchain. A reward driven system for achieving consensus (mining) based on “Proofs of Work” for helping to secure the network. A “scare token” ...
How crypto tokens qualify under swiss law a comprehensive frameworkRonald Kogens
HOW CRYPTO-TOKENS QUALIFY UNDER SWISS LAW: A COMPREHENSIVE FRAMEWORK
Blockchain technology has become a reality as part of the digitalisationof the economy. Every day, there is proof of disruptive transformations of long-standing mechanisms into new ecosystems on the blockchain. While existing market participants are in many cases overwhelmed by the new normal, the new players operate with the greatest creativity and efficiency.
There are no limits to the new ecosystems. The blockchainoffers countless possibilities of disintermediation, of participating in and transferring assets, of recordkeeping and of creating e-commerce beyond the boundaries of national currencies. And we are only at the beginning of this transformation.
Tokens created on the blockchaincan be used to represent a wide variety of instruments and processes. For example, a new means of payment can be created or indirect rights to shares, loans or access rights can be digitised. The legal qualification of the tokens is a major challenge due to the aforementioned diversity.
The important (and not so new) principle for finding your way around in this new digital environment is: “first analyse the context, then undertake the legal classification under the rules of the existing laws.” The hybrid nature of many tokens will defy the clear categories within which the law is typically structured and any attempt to commence by looking at traditional legal instruments and impose them on the tokens of the new ecosystems will therefore fail. Instead each token has to be taken apart and its components must be qualified individually.
In order to bring the tokens of the new ecosystems closer to the public, FRORIEP's Disruptive Technologies Practice Group has developed a Token Framework. In doing so, a distinction is made between cryptocurrencies, tokens giving title to monetary claims and tokens for other purposes. Tokens giving title to monetary claims are further categorisedas being either debt, equity or participation rights tokens. These subcategories stem from the financial treatment of the obligations on the balance sheet or (in the case of participation rights tokens) on the profit & loss statement of the issuer.
The following diagrams show the possible functions of tokens on the blockchainand the FRORIEP Token Framework.
Deatherage presentation blockchain, cryptocurrency, smart contracts and the l...Scott Deatherage
Blockchain, cryptocurrency, smart contracts and the law provides a general outline of blockchain technology, cryptocurrency, and smart contracts as well as a discussion of legal issues related to these topics.
B17: U.S. Chamber of Commerce, the Thai Chamber of Commerce, and AmCham Thail...Kullarat Phongsathaporn
"The New Digital Economy: Creating Thailand-U.S. Commercial Opportunities Conference" by U.S. Chamber of Commerce, the Thai Chamber of Commerce, and AmCham Thailand, Panelist for "Blockchain - Implications for Thailand and Other Emerging Markets " (24 Sep 2018)
In this article, I review recent studies on blockchains, crypto currencies, and initial coin offerings. I organize the research into two broad categories on the economics of decentralized ledger technologies and their impacts on the real economy. I also outline promising directions for future research in this area.
Developments in the blockchain space are happening at a rapid pace and we can witness institutions and companies exploring blockchain use-cases, recognizing their absolute grounds in the blockchain (networks), architecting protocols and reaching out to parties (potential partners) to convince them of co-founding or joining the proposed network. However, there are some shortfalls in their approach that has been a major reason behind the slower-adoption rate of blockchain technologies. An enterprise level value-creating DLT network can only happen if companies and government can work together to revisit their current approach. In this document, we will try to outline a policy approach that might help eliminate key obstacles for network formation.
Week 7 - Legal Issues in Blockchain and CryptocurrenciesRoger Royse
Instructor: Roger Royse, Founder of Royse Law Firm
Course Title: The Business Basics of Blockchain, Cryptocurrencies, and Tokens
Location: Stanford Continuing Studies
Week: 7 (of 7)
The seventh session will examine legal issues in blockchain applications. We will discuss the legal structure of an initial coin or security coin offering (ICO) in the US and globally, including the rules governing the sale of securities in the US. We will overview patent and intellectual property (IP) issues in blockchain and licensing agreements that provide protection to inventors while making resources available for open innovation.
ICOs and Venture Financing: Understanding the Issues for a new Funding StrategyMark Radcliffe
Token offerings and ICOs have gained publicity as an alternative to venture financing. However, they are increasingly being used to supplement traditional venture financing for startups who have already taken investment from angels and traditional venture investors .This "hybrid structure" raises new issues for companies and investors, particularly relating to choice of the token issuer, size of the offering and control of the token issuer. This presentation was part of a panel presentation the Global Corporate Venture Capital Summit in Monterey on February 1, 2018.
This ebook aims to provide readers with a high-level summary of tokens as
products or tools that can be used in different situations to achieve particular
outcomes. This work is not intended to be a comprehensive summary or evaluation of all the token types that are out there.
Get Rich with Blockchain & Cryptocurrencykeerthi678722
Another year has passed and virtual currency and other blockchain-based digital
assets continue to attract the attention of policymakers across the globe. A lack of
consistency in how policymakers are addressing concerns raised by the technology
is a major challenge for legal professionals who practice in this area.
Bitcoin, Block Chain, Cryptocurrency and ICOs: A Legal Perspectiveideatoipo
Block chain, bitcoin and other cryptocurrencies, and ICOs have dominated recent headlines. While excitement continues to grow around this rapidly expanding space, there still seems to be a lot of unanswered questions. Roger Royse, founder of the Royse Law Firm, will discuss the legal issues that may determine the future of these emerging technologies.
Whether you are a start-up or an existing business that desires to enlist the help of a professional utility token ICO smart contracts advisor or a token buyer who needs help navigating the blockchain space, Strategic Coin will provide you with the resources you need to take advantage of market opportunities within the crypto marketplace.
Presentation from blockchain-real.net // blockchain-real.at (9th of March 2018, Graz, Austria)
Copyright/Property of: Dr. Guenther Dobrauz-Saldapenna (CH/AT), Experte für rechtliche & regulatorische Fragen bei Blockchain-Lösungen, Partner und Leiter PwC Legal Schweiz
Title: Die Dynamik der Innovation und was staatliche Regulierung damit zu tun hat: ICOs, Cryptocurrencies und Tokenized Assets - Stand der Dinge und was zu erwarten ist
The speakers provided the slides to the public and are shared in this LinkedIn Group: https://www.linkedin.com/groups/12087113
About Blockchain-REAL: Blockchain means revolution: What does blockchain technology - the operating system behind Bitcoin & Co, so to speak - for businesses and the real estate industry? The speculation hype around the cryptocurrencies obscures the view of a truly groundbreaking technology that is slowly but surely turning some things upside down. See what Blockchain can do on a day and decide for yourself how to use this technology.
Initial coin offerings (ICOs) are a new way of raising funds for projects running on blockchain technology. Similar to the role venture capital (VC) plays in financing start-ups in traditional finance, ICOs are the future of venture investing in the blockchain world. Through ICOs, exponential returns can be earned in a very short period of time. When a decentralised application is created, the start-up behind it can sell the associated coin or token early in the process for an amount based on what it thinks it’s worth.
Cryptoassets might have begun as an attempt to construct a trustless ecosystem that had no need for traditional financial intermediaries such as banks, payment processors, and other centralized institutions, but the reality has become a bit more nuanced. Even as bitcoin and other decentralized cryptocurrencies continue to attract individual and institutional investors, one of the primary avenues for mainstream adoption has been a more centralized option; stablecoins. Stablecoins might have begun as an offshoot of original cryptocurrencies, but have rapidly grown in both importance and the level of attention brought to bear on these instruments by regulators.
Legal implications of blockchain and cryptocurrencies by faith obafemiFaith Obafemi Esq.
Legal Implications of Blockchain and Cryptocurrencies by Faith Obafemi. A presentation made at the Blockchain Week Lagos, organized in partnership with Work Station
Coin token ico really only have one utility — to act as simple stores of value with limited-to-no other functionality. By “simple” value, I mean value not represented or manifested through a variety of dynamic functions. Tokens are a completely different breed all together. They can store complex, multi-faceted levels of value. Forget everything you know about bitcoin and pre-mined coins and that entire ilk of tech, Ethereum tokens are generated by a Smart Contract System (SCS), are highly programmable and have multi-functionality because of it. They transcend being just a coin, and through their array of functions become something much more — “tokens”. Technically, they are not “offered”, they are “generated”. Probably the most accurate phrase of what’s going on during an Ethereum token launch is to describe it as a “Token Generation Event”, but I’m not sure TGE has the same flare as ICO. Nevertheless, a coin does one thing, and a token can do many things
In the middle of the blockchain hype it's easy to forget what the big words used to describe it really mean. It seems like a good idea to take a step back and consider the reasons behind using it. Perhaps in the vast selection of tools and ideas out there you can find something more suitable for your use case.
Trustless off chain computing on the blockchainEspeo Software
Blockchain technologies as we know now were not designed to sustain massive amount of computation operations: they are slow and extremely costly for such scenarios. Yet for many practical applications meaningful and sometimes massive amount of computation operations are a must. During the presentation, we will discuss and demonstrate how holding blockchain promises of trustlessness and data immutability we can still implement computation-intensive applications.
How to sell your business idea to your customers & investorsEspeo Software
Presentation for the School of Startups in Helsinki - and a very good resource for any new business! We tackle issues from funding through valuation to scaling.
How to scale your tech startup for the winEspeo Software
Not many startups make it. You either scale the right way - or you die. Let's discuss the typical problems and demonstrate solutions focused on software development - based on real-life scenarios of tech startups.
Are you doing code review right? Here's a handy checklist of what to focus on during code reviews. Think of it as an investment! And head over to our blog for more tips and good practices at espeo.eu
Espeo is an Agile software house focused on new, international startup projects. We're located in the heart of Poznań and we employ nearly 40 people. Our mission is helping others grow - both our customers as well as our developers. You'll have a real influence on the technology of the web and mobile applications we create. Flexible hours or remote work aren't a problem! Apply now: http://espeo.eu/open_positions/devops-engineer/
Team velocity: an agile concept that allows you to see how fast your dev team is going. Let's see how you can get the most out of velocity calculations.
To Hire or Not to Hire: In-house vs. Offshore DevelopmentEspeo Software
There are 3 good reasons to hire a software developer in-house: but 7 bad ones. See what these are - and what to watch out for, whichever option you choose.
Web Application Performance for Business SuccessEspeo Software
Web application performance has a specific business value, and yet some sites and apps run so slowly it's painful. See how Espeo avoids performance problems.
During our most recent workshops, we presented the most popular libraries of Node.js, and their installation on Docker. Thanks to our presentation, you’ll be able to program applications which use Node.js and ES6.
Big Data Ecosystem - 1000 Simulated DronesEspeo Software
A description of a complete Big Data ecosystem that can be used for operations on huge collections of data - even up to gigabytes of data per second, and a few hundred thousand customers connected in the same moment. The ecosystem can be upgraded with additional Apache tools: Apache Flume, Ambari, Mesos, Yarn.
...or how to start your adventure with Docker. Promises, goals and practical examples by one of our devs, Tomasz. Visit our blog for more! www.espeo.eu/blog
Downloadable at ehealth.espeo.eu - 2016 might turn out to be a very special year for wearable health technology. This is mostly due to the fact that digital health is a rapidly growing segment, where new solutions are constantly being tested. We’ve been focusing on wearables for a while. In the beginning of February, we decided to see what an industry so keen on innovation may think. We directed our questions at over 400 people with CEO, CTO or specialist status in the healthcare industry. Here are the results, along with our professional opinions.
Industrial Internet Solutions for Manufacturing & LogisticsEspeo Software
We present the idea behind eScop - an R&D project Espeo worked on. The supervisory control module, being the main technical contribution of Espeo, is discussed in more detail. The presentation accompanied a talk given at IoT Technology Day in Turku, Finland.
Big Data - Why is it important for business?Espeo Software
Big Data is a buzzword these days. There have been many discussions about its possible value for society and big enterprises – but what about the practical issues, like utilizing its solutions for your company? How can you benefit from data analysis, and what methods can you use? See more at http://espeo.eu/blog/big-data-why-is-important-for-business-2/
ALL EYES ON RAFAH BUT WHY Explain more.pdf46adnanshahzad
All eyes on Rafah: But why?. The Rafah border crossing, a crucial point between Egypt and the Gaza Strip, often finds itself at the center of global attention. As we explore the significance of Rafah, we’ll uncover why all eyes are on Rafah and the complexities surrounding this pivotal region.
INTRODUCTION
What makes Rafah so significant that it captures global attention? The phrase ‘All eyes are on Rafah’ resonates not just with those in the region but with people worldwide who recognize its strategic, humanitarian, and political importance. In this guide, we will delve into the factors that make Rafah a focal point for international interest, examining its historical context, humanitarian challenges, and political dimensions.
How to Obtain Permanent Residency in the NetherlandsBridgeWest.eu
You can rely on our assistance if you are ready to apply for permanent residency. Find out more at: https://immigration-netherlands.com/obtain-a-permanent-residence-permit-in-the-netherlands/.
In 2020, the Ministry of Home Affairs established a committee led by Prof. (Dr.) Ranbir Singh, former Vice Chancellor of National Law University (NLU), Delhi. This committee was tasked with reviewing the three codes of criminal law. The primary objective of the committee was to propose comprehensive reforms to the country’s criminal laws in a manner that is both principled and effective.
The committee’s focus was on ensuring the safety and security of individuals, communities, and the nation as a whole. Throughout its deliberations, the committee aimed to uphold constitutional values such as justice, dignity, and the intrinsic value of each individual. Their goal was to recommend amendments to the criminal laws that align with these values and priorities.
Subsequently, in February, the committee successfully submitted its recommendations regarding amendments to the criminal law. These recommendations are intended to serve as a foundation for enhancing the current legal framework, promoting safety and security, and upholding the constitutional principles of justice, dignity, and the inherent worth of every individual.
NATURE, ORIGIN AND DEVELOPMENT OF INTERNATIONAL LAW.pptxanvithaav
These slides helps the student of international law to understand what is the nature of international law? and how international law was originated and developed?.
The slides was well structured along with the highlighted points for better understanding .
A "File Trademark" is a legal term referring to the registration of a unique symbol, logo, or name used to identify and distinguish products or services. This process provides legal protection, granting exclusive rights to the trademark owner, and helps prevent unauthorized use by competitors.
Visit Now: https://www.tumblr.com/trademark-quick/751620857551634432/ensure-legal-protection-file-your-trademark-with?source=share
Car Accident Injury Do I Have a Case....Knowyourright
Every year, thousands of Minnesotans are injured in car accidents. These injuries can be severe – even life-changing. Under Minnesota law, you can pursue compensation through a personal injury lawsuit.
Initial Coin Offerings – legal requirements and types of tokens
1. INITIAL COIN OFFERINGS –
LEGAL REQUIREMENTS AND
TYPES OF TOKENS
Adam Polanowski, Dispute
Resolution & Arbitration practice,
Wardyński & Partners
adam.polanowski@wardynski.com.
pl
This presentation is for informational purposes only and not for the purpose of
providing legal advice. You should contact your attorney to obtain advice with
respect to any particular issue or problem.
2. A Declaration of the Independence of Cyberspace
by John Perry Barlow
Governments of the Industrial World, you weary giants of flesh and
I come from Cyberspace, the new home of Mind. On behalf of the
I ask you of the past to leave us alone. You are not welcome among us.
You have no sovereignty where we gather.
Governments derive their just powers from the consent of the
You have neither solicited nor received ours. We did not invite you. You
do not know us, nor do you know our world. Cyberspace does not lie
within your borders. Do not think that you can build it, as though it
a public construction project. You cannot. It is an act of nature and it
grows itself through our collective actions.
You claim there are problems among us that you need to solve. You use
this claim as an excuse to invade our precincts. Many of these problems
don't exist. Where there are real conflicts, where there are wrongs, we
identify them and address them by our means. We are forming our
Social Contract. This governance will arise according to the conditions
our world, not yours. Our world is different.
Davos, Switzerland
February 8, 1996
3. BLOCKCHAIN AS A LEGAL
MATTER
Why should we give any consideration to making the
blockchain subject to traditional legal order?
1. Even if blockchain users do not feel the need for
governance by a traditional jurisdiction, this need will
undoubtedly be increasingly felt by traditional legal systems
(taxation of commerce on the blockchain, and the
implementation of specific policies on the blockchain e.g.
preventing potential crimes or frauds)
2. Participants in blockchain commerce will also start to feel
the need to subject the blockchain to traditional legal order
(blockchain participants are still citizens, rights and
obligations under traditional legal order, dispiutes)
4. BLOCKCHAIN AS A LEGAL
MATTER
Three main challenges mean that blockchain regulation will
require a very non-standard approach:
1. It is very difficult to attribute what is happening on the
blockchain to a particular jurisdiction
2. Blockchain is an area that will see increasing numbers of
“autonomous actors” appearing in the form of smart
contracts and the algorithms behind them. Therefore,
events that take place on the blockchain may be
attributed only to a certain extent to traditional legal
entities
3. The dispersed architecture of the blockchain means that
there is no traditional sovereign power that can take
control of what is happening in that space
source and further reading:
Blockchain versus the law by K. Wojdyło https://newtech.law/en/blockchain-versus-the-law/
How may we regulate the blockchain? by K. Wojdyło https://newtech.law/en/how-may-we-regulate-the-
blockchain/
5. ICO AND WHY LEGAL CHARACTERISTICS
OF TOKENS ARE SO IMPORTANT?
These days, we read about tokens mainly in connection with spectacular
ICOs (token crowdsales). The main role of an ICO is to fund projects in
which tokens play the main role. When evaluating the legal nature of
such projects, it is becoming increasingly important to define the legal
and tax characteristics of tokens. This is because the legal qualification of
a token has practical implications for the legal status of its creator
(therefore, also legal obligations on that party), for token trading rules
and for requirements with respect to other parties (buyers of tokens, or
intermediaries in their trade).
In practice, a separate analysis is required to determine the legal status of
each token. As part of it, one must examine:
• the technological aspects of the given token,
• the economic aspects of the token (e.g. distribution model, token
supply, economic functions of the token),
• the given token’s context.
source and further reading:
Tokens, blockchain and the law by J.
Czarnecki
https://newtech.law/en/tokens-blockchain-and-the-law/
6. „Token may be likened to a white sheet of paper:
One may inscribe on it a legally completely
inconsequential text, as a result of which the sheet
will remain just a piece of paper. Nevertheless, if it
contains the words “bill of exchange”, a signature
and other elements prescribed in law, its legal
status changes diametrically: the sheet becomes a
security. In addition, depending on circumstances,
it may also be a contract, a carrier of a work and so
on.”
Tokens, blockchain and the law by J. Czarnecki
7. source and further
reading:
The Token Classification
Framework by Thomas
Euler
https://medium.com/untitled-
inc/the-token-classification-
framework-290b518eaab6
12. LEGAL REGULATIONS OF TOKEN
TRADING IN USA
TOKENS UNDER U.S. SECURITIES LAWS
The recent explosion of tokens sales raises obvious questions surrounding their
status under U.S. securities laws, an inquiry governed by a complicated body of
case law and administrative materials applying a test first articulated by the
United States Supreme Court in SEC v. W.J. Howey Co.109 (1946). Within this
framework, significant uncertainty as to whether digital tokens will be treated as
securities exists.
For investment tokens, which assign economic rights to their holders, the analysis
is relatively straightforward. These are often securities dressed in different clothing
and thus would be subject to U.S. securities laws.
For utility tokens, however, the analysis is more muddled. These tokens combine
functional and consumptive elements with high liquidity and speculative value in
a way that raises challenges under the Howey test
Utility vs Security
source and further reading:
Blockchain-Based Token Sales, Initial Coin
Offerings, and
the Democratization of Public Capital Markets by
Jonathan Rohr & Aaron Wright
13. LEGAL REGULATIONS OF TOKEN
TRADING IN USA
Howey Test:
Under the Howey Test, a transaction is an investment contract if:
• It is an investment of money
• There is an expectation of profits from the investment
• The investment of money is in a common enterprise
• Any profit comes from the efforts of a promoter or third party
Although the Howey Test uses the term "money," later cases have expanded this
to include investments of assets other than money. The term "common
enterprise" isn't precisely defined.
The final factor of the Howey Test concerns whether any profit that comes from
the investment is largely or wholly outside of the investor's control. If so, then the
investment might be a security. If, however, the investor's own actions largely
dictate whether an investment will be profitable, then that investment is probably
not a security.
Utility vs Security
14. Guidelines for enquiries regarding the regulatory framework for initial coin
(ICOs) by FINMA
Published 16 February 2018
At present, there are no ICO-specific regulatory requirements. ICOs raise a variety of legal
issues for which there is no relevant case law and no consistent legal doctrine. Given the wide
variety of types of token and ICO set-ups, it is not possible to generalise. Circumstances must
be considered holistically in each individual case.
Three tokens categories:
• Payment tokens: (synonymous with cryptocurrencies) are tokens which are intended to be
used, now or in the future, as a means of payment for acquiring goods or services or as a
means of money or value transfer. Cryptocurrencies give rise to no claims on their issuer.
• Utility tokens: are tokens which are intended to provide access digitally to an application
or service by means of a blockchain-based infrastructure.
• Asset tokens: Asset tokens represent assets such as a debt or equity claim on the issuer.
Asset tokens promise, for example, a share in future company earnings or future capital
flows. In terms of their economic function, therefore, these tokens are analogous to equities,
bonds or derivatives. Tokens which enable physical assets to be traded on the blockchain
also fall into this category.
FINMA treats asset tokens as securities. Asset tokens constitute securities within the
of Article 2 let. b FMIA if they represent an uncertificated security and the tokens are
standardised and suitable for mass standardised trading
Switzerland – FINMA
guidelines
source: https://www.finma.ch/en/news/2018/02/20180216-mm-ico-
wegleitung/
15. Guidelines for enquiries
regarding the regulatory
framework for initial coin
offerings (ICOs) by
FINMA
Appendix: Minimum
information requirements
for ICO enquiries
16. Guidelines for enquiries
regarding the regulatory
framework for initial coin
offerings (ICOs) by
FINMA
Appendix: Minimum
information requirements
for ICO enquiries
17. EUROPEAN UNION
The European Securities and Markets Authority (ESMA)
Two statments from ESMA (November 2017) - ESMA alerts firms involved in Initial Coin
Offerings (ICOs) to the need to meet relevant regulatory requireme.
If their activities constitute a regulated activity, firms have to comply with the relevant
legislation and any failure to comply with the applicable rules would constitute a breach.
Depending on how they are structured, ICOs may fall outside of the scope of the existing rules
and hence outside of the regulated space. However, where the coins or tokens qualify as
financial instruments it is likely that the firms involved in ICOs conduct regulated
investment activities, such as placing, dealing in or advising on financial instruments or
managing or marketing collective investment schemes. Moreover, they may be involved in
offering transferable securities to the public.
Source: https://www.esma.europa.eu/sites/default/files/library/esma50-157-
828_ico_statement_firms.pdf
18. • Prospectus Directive: It requires publication of a prospectus before the offer of transferable
securities to the public or the admission to trading of such securities on a regulated
situated or operating within a Member State, unless certain exclusions or exemptions
Depending on how the ICO is structured, the coins or tokens could, potentially, fall within
the definition of a transferable security, and could therefore necessitate the publication of
prospectus which will be subject to approval by a Competent Authority
• The Markets in Financial Instruments Directive (MiFID) In the case of ICOs, where the coin
or token qualifies as a financial instrument, the process by which a coin or token is
distributed or traded is likely to involve some MiFID activities/services, such as placing,
dealing in or advising on financial instruments.
• The Alternative Investment Fund Managers Directive (AIFMD) Depending on how it is
structured, an ICO scheme could qualify as an AIF, to the extent that it is used to raise
from a number of investors, with a view to investing it in accordance with a defined
investment policy. Firms involved in ICOs may therefore need to comply with AIFMD rules.
particular, AIFMD provides for capital, operational and organisational rules and
requirements.
19. The Polish Financial Supervision Authority statement on selling so-called
coins or tokens
22 November 2017
The KNF informs that investing in tokens, as part of ICOs, is highly hazardous
Therefore, the KNF would like potential investors, as well as entities interested in offering such
products, to pay attention to specific and meaningful risks connected with ICOs. Potential
buyers shall be especially aware of the possibility of losing all capital invested and possible
of legal protection.
Risks associated with investments in ICOs:
• Unregulated area, prone to frauds and other irregularities
• High risk of loss of some or all of the invested funds
• Lack of information, inadequate documentation
• No possibility to “exit” the investment and extremely high volatility of its value
• Flaws of technology used
source:
https://www.knf.gov.pl/knf/en/komponenty/img/The_KNFs_statement_on_selling_socalled_coin
s_or_tokens_ICO_60238.pdf
20.
21. LEGAL REQUIREMENTS
FOR ICO’S PROMOTERS
UNDER POLISH LAW
There is no ICO-specific regulation in Poland. However, depending on the features
of the tokens issued in the ICO, the following legislation may apply (Civil Code of
23 April 1964, Electronically Provided Services Act of 18 July 2002, Consumer Rights
Act of 30 May 2014).
Regulations applicable to securities tokens include the following legislation:
• Trade in Financial Instruments Act of 29 July 2005;
• Public Offering Act of 29 July 2005;
• Bonds Act of 15 January 2015; and
• Investment Funds and Management of Alternative Investment Funds Act of 27
May 2004.
Several ICOs have originated in Poland. In most cases, the structure included a
separate legal entity to collect funds. Once the ICO completed, the funds were
transferred by various means to other entities responsible for product
development. This structure often avoids the implication of regulated activities,
22. CRYPTOCURRENCIES AS SUBJECT OF ANTI
MONEY LAUNDERING AND COUNTERING
FINANCING OF TERRORISM (AML/CFT)
REGULATIONS.
Currently, legislative work on these regulations is nearing the end, both at the EU-level and in
Poland. One of the main goals of the 5th AML EU directive (5AMLD) is the strengthening of
transparency rules in financial transactions.
The process of implementing 4AMLD into the Polish legal system is ongoing. The Polish
regulations will also address ’virtual currencies’ – a subject matter addressed in the still
incomplete 5AMLD.
The key impacts of the proposed regulations (in their current versions) will include:
• A new definition of ‘virtual currencies’
• Applying AML regulations to cryptocurrency exchanges
23. CRYPTOCURRENCIES AS SUBJECT OF ANTI MONEY LAUNDERING
AND COUNTERING FINANCING OF TERRORISM (AML/CFT)
REGULATIONS.
24. A NEW DEFINITION OF ‘VIRTUAL
CURRENCIES
Both the draft directive and the proposed Polish act include a definition of ‘virtual currency.’ This
significant development will impact how the new regulations are applied to cryptocurrencies such as
Bitcoin and Ether and, potentially, to a wide variety of tokens.
Polish act defines “virtual currencies” as “a digital representation of value which is not:
1) a legal means of payment issued by the National Bank of Poland, foreign central banks or other
public administrative bodies,
2) an international settlement unit recognised by an international organisation and accepted by
countries belonging to or cooperating with the organisation,
3) electronic money within the meaning of the Payment Services Act of 19 August 2011,
4) a financial instrument within the meaning of the Act on Trading in Financial Instruments of 29 July
2005, or
5) a promissory note or check,
and is exchangeable in commercial turnover for legal means of payment and accepted as a
means of exchange, and also can be transferred, stored and traded electronically
25. APPLYING AML REGULATIONS TO
CRYPTOCURRENCY EXCHANGES
One of the key goals behind the new rules is ensuring that entities facilitating access to ‘virtual
currencies,’ especially ones which operate at the nexus of traditional financial institutions and blockchains,
are subject to AML regulations.
As set out in the Polish act, this will involve the imposition of legal obligations on:
“entities engaged in providing:
1.exchanging services between virtual currencies and fiat currencies,
2.exchanging services between virtual currencies,
3.facilitating exchanges listed in a) or b), or
4.custodial wallet services subject to (2)(17)(e)”.
Item d) refers to ‘virtual currency’ wallets which are defined as “digitally-stored credentials necessary for
authorised persons to access virtual currency units and execute transactions including their exchange.
It is important to note that the scope of the proposed Polish act would extend beyond the draft EU
regulations. The Polish proposal would apply AML rules not only to entities providing “exchanging
services” (e.g. exchange bureaus) and “facilitating exchanges” (e.g. exchanges) of “virtual currencies” into
traditional currencies but also ones which conduct “exchanging services between virtual currencies”
(crypto-to-crypto).
26. POTENTIAL CONSEQUENCES
Sources and further reading: Important regulation impacting blockchain technologies (especially
ICOs) in Poland by J. Czarnecki
https://newtech.law/en/important-regulation-impacting-blockchain-technologies-especially-icos-in-poland/
The newly introduced definition of ‘virtual currency’ is quite imprecise and broad-ranging. As a result, we
can expect that the term ‘virtual currency’ will apply not only to well-known cryptocurrencies (e.g. Bitcoin)
but will also cover a wide variety of tokens
This would mean that many token-to-token exchanges would also be covered under the new regulations.
Within this context, ICOs (coin offerings as means of raising capital for new ventures) represent a unique
scenario. Most ICOs involve the exchange of ETH for newly introduced tokens. If these tokens fall under
the new definition of ‘virtual currency,’ all ICOs would potentially be classified as “exchanges between
virtual currencies” under the proposed rules.
Also, it is important to note that this regulation would most likely be unique to Poland (as it is not part of
the Commission’s draft directive). Meanwhile, crypto-to-crypto exchanges are provided by entities across
the world and can be accessed through any internet connection. As a result, there are serious doubts
whether the proposed provisions would have any practical impact on money laundering operations.
27. Thank you for your attention.
Adam Polanowski, Dispute Resolution &
Arbitration practice, Wardyński & Partners
adam.polanowski@wardynski.com.pl
Conntact to blockchain team:
Krzysztof Wojdyło
krzysztof.wojdylo@wardynski.com.pl