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Nathan Reiff

Nathan Reiff

3 years ago

Howey Test and Cryptocurrencies: 'Every ICO Is a Security'

What Is the Howey Test?

To determine whether a transaction qualifies as a "investment contract" and thus qualifies as a security, the Howey Test refers to the U.S. Supreme Court cass: the Securities Act of 1933 and the Securities Exchange Act of 1934. According to the Howey Test, an investment contract exists when "money is invested in a common enterprise with a reasonable expectation of profits from others' efforts." 

The test applies to any contract, scheme, or transaction. The Howey Test helps investors and project backers understand blockchain and digital currency projects. ICOs and certain cryptocurrencies may be found to be "investment contracts" under the test.

Understanding the Howey Test

The Howey Test comes from the 1946 Supreme Court case SEC v. W.J. Howey Co. The Howey Company sold citrus groves to Florida buyers who leased them back to Howey. The company would maintain the groves and sell the fruit for the owners. Both parties benefited. Most buyers had no farming experience and were not required to farm the land. 

The SEC intervened because Howey failed to register the transactions. The court ruled that the leaseback agreements were investment contracts.

This established four criteria for determining an investment contract. Investing contract:

  1. An investment of money
  2. n a common enterprise
  3. With the expectation of profit
  4. To be derived from the efforts of others

In the case of Howey, the buyers saw the transactions as valuable because others provided the labor and expertise. An income stream was obtained by only investing capital. As a result of the Howey Test, the transaction had to be registered with the SEC.

Howey Test and Cryptocurrencies

Bitcoin is notoriously difficult to categorize. Decentralized, they evade regulation in many ways. Regardless, the SEC is looking into digital assets and determining when their sale qualifies as an investment contract.

The SEC claims that selling digital assets meets the "investment of money" test because fiat money or other digital assets are being exchanged. Like the "common enterprise" test. 

Whether a digital asset qualifies as an investment contract depends on whether there is a "expectation of profit from others' efforts."

For example, buyers of digital assets may be relying on others' efforts if they expect the project's backers to build and maintain the digital network, rather than a dispersed community of unaffiliated users. Also, if the project's backers create scarcity by burning tokens, the test is met. Another way the "efforts of others" test is met is if the project's backers continue to act in a managerial role.

These are just a few examples given by the SEC. If a project's success is dependent on ongoing support from backers, the buyer of the digital asset is likely relying on "others' efforts."

Special Considerations

If the SEC determines a cryptocurrency token is a security, many issues arise. It means the SEC can decide whether a token can be sold to US investors and forces the project to register. 

In 2017, the SEC ruled that selling DAO tokens for Ether violated federal securities laws. Instead of enforcing securities laws, the SEC issued a warning to the cryptocurrency industry. 

Due to the Howey Test, most ICOs today are likely inaccessible to US investors. After a year of ICOs, then-SEC Chair Jay Clayton declared them all securities. 

SEC Chairman Gensler Agrees With Predecessor: 'Every ICO Is a Security'

Howey Test FAQs

How Do You Determine If Something Is a Security?

The Howey Test determines whether certain transactions are "investment contracts." Securities are transactions that qualify as "investment contracts" under the Securities Act of 1933 and the Securities Exchange Act of 1934.

The Howey Test looks for a "investment of money in a common enterprise with a reasonable expectation of profits from others' efforts." If so, the Securities Act of 1933 and the Securities Exchange Act of 1934 require disclosure and registration.

Why Is Bitcoin Not a Security?

Former SEC Chair Jay Clayton clarified in June 2018 that bitcoin is not a security: "Cryptocurrencies: Replace the dollar, euro, and yen with bitcoin. That type of currency is not a security," said Clayton.

Bitcoin, which has never sought public funding to develop its technology, fails the SEC's Howey Test. However, according to Clayton, ICO tokens are securities. 

A Security Defined by the SEC

In the public and private markets, securities are fungible and tradeable financial instruments. The SEC regulates public securities sales.

The Supreme Court defined a security offering in SEC v. W.J. Howey Co. In its judgment, the court defines a security using four criteria:

  • An investment contract's existence
  • The formation of a common enterprise
  • The issuer's profit promise
  • Third-party promotion of the offering

Read original post.

More on Web3 & Crypto

Caleb Naysmith

Caleb Naysmith

3 years ago   Draft

A Myth: Decentralization

It’s simply not conceivable, or at least not credible.

Photo by Josh Hild on Unsplash

One of the most touted selling points of Crypto has always been this grandiose idea of decentralization. Bitcoin first arose in 2009 after the housing crisis and subsequent crash that came with it. It aimed to solve this supposed issue of centralization. Nobody “owns” Bitcoin in theory, so the idea then goes that it won’t be subject to the same downfalls that led to the 2008 crash or similarly speculative events that led to the 2008 disaster. The issue is the banks, not the human nature associated with the greedy individuals running them.

Subsequent blockchains have attempted to fix many of the issues of Bitcoin by increasing capacity, decreasing the costs and processing times associated with Bitcoin, and expanding what can be done with their blockchains. Since nobody owns Bitcoin, it hasn’t really been able to be expanded on. You have people like Vitalk Buterin, however, that actively work on Ethereum though.

The leap from Bitcoin to Ethereum was a massive leap toward centralization, and the trend has only gotten worse. In fact, crypto has since become almost exclusively centralized in recent years.

Decentralization is only good in theory

It’s a good idea. In fact, it’s a wonderful idea. However, like other utopian societies, individuals misjudge human nature and greed. In a perfect world, decentralization would certainly be a wonderful idea because sure, people may function as their own banks, move payments immediately, remain anonymous, and so on. However, underneath this are a couple issues:

  • You can already send money instantaneously today.

  • They are not decentralized.

  • Decentralization is a bad idea.

  • Being your own bank is a stupid move.

Let’s break these down. Some are quite simple, but lets have a look.

Sending money right away

One thing with crypto is the idea that you can send payments instantly. This has pretty much been entirely solved in current times. You can transmit significant sums of money instantly for a nominal cost and it’s instantaneously cleared. Venmo was launched in 2009 and has since increased to prominence, and currently is on most people's phones. I can directly send ANY amount of money quickly from my bank to another person's Venmo account.

Comparing that with ETH and Bitcoin, Venmo wins all around. I can send money to someone for free instantly in dollars and the only fee paid is optional depending on when you want it.

Both Bitcoin and Ethereum are subject to demand. If the blockchains have a lot of people trying to process transactions fee’s go up, and the time that it takes to receive your crypto takes longer. When Ethereum gets bad, people have reported spending several thousand of dollars on just 1 transaction.

These transactions take place via “miners” bundling and confirming transactions, then recording them on the blockchain to confirm that the transaction did indeed happen. They charge fees to do this and are also paid in Bitcoin/ETH. When a transaction is confirmed, it's then sent to the other users wallet. This within itself is subject to lots of controversy because each transaction needs to be confirmed 6 times, this takes massive amounts of power, and most of the power is wasted because this is an adversarial system in which the person that mines the transaction gets paid, and everyone else is out of luck. Also, these could theoretically be subject to a “51% attack” in which anyone with over 51% of the mining hash rate could effectively control all of the transactions, and reverse transactions while keeping the BTC resulting in “double spending”.

There are tons of other issues with this, but essentially it means: They rely on these third parties to confirm the transactions. Without people confirming these transactions, Bitcoin stalls completely, and if anyone becomes too dominant they can effectively control bitcoin.

Not to mention, these transactions are in Bitcoin and ETH, not dollars. So, you need to convert them to dollars still, and that's several more transactions, and likely to take several days anyway as the centralized exchange needs to send you the money by traditional methods.

They are not distributed

That takes me to the following point. This isn’t decentralized, at all. Bitcoin is the closest it gets because Satoshi basically closed it to new upgrades, although its still subject to:

  • Whales

  • Miners

It’s vital to realize that these are often the same folks. While whales aren’t centralized entities typically, they can considerably effect the price and outcome of Bitcoin. If the largest wallets holding as much as 1 million BTC were to sell, it’d effectively collapse the price perhaps beyond repair. However, Bitcoin can and is pretty much controlled by the miners. Further, Bitcoin is more like an oligarchy than decentralized. It’s been effectively used to make the rich richer, and both the mining and price is impacted by the rich. The overwhelming minority of those actually using it are retail investors. The retail investors are basically never the ones generating money from it either.

As far as ETH and other cryptos go, there is realistically 0 case for them being decentralized. Vitalik could not only kill it but even walking away from it would likely lead to a significant decline. It has tons of issues right now that Vitalik has promised to fix with the eventual Ethereum 2.0., and stepping away from it wouldn’t help.

Most tokens as well are generally tied to some promise of future developments and creators. The same is true for most NFT projects. The reason 99% of crypto and NFT projects fail is because they failed to deliver on various promises or bad dev teams, or poor innovation, or the founders just straight up stole from everyone. I could go more in-depth than this but go find any project and if there is a dev team, company, or person tied to it then it's likely, not decentralized. The success of that project is directly tied to the dev team, and if they wanted to, most hold large wallets and could sell it all off effectively killing the project. Not to mention, any crypto project that doesn’t have a locked contract can 100% be completely rugged and they can run off with all of the money.

Decentralization is undesirable

Even if they were decentralized then it would not be a good thing. The graphic above indicates this is effectively a rich person’s unregulated playground… so it’s exactly like… the very issue it tried to solve?

Not to mention, it’s supposedly meant to prevent things like 2008, but is regularly subjected to 50–90% drawdowns in value? Back when Bitcoin was only known in niche parts of the dark web and illegal markets, it would regularly drop as much as 90% and has a long history of massive drawdowns.

The majority of crypto is blatant scams, and ALL of crypto is a “zero” or “negative” sum game in that it relies on the next person buying for people to make money. This is not a good thing. This has yet to solve any issues around what caused the 2008 crisis. Rather, it seemingly amplified all of the bad parts of it actually. Crypto is the ultimate speculative asset and realistically has no valuation metric. People invest in Apple because it has revenue and cash on hand. People invest in crypto purely for speculation. The lack of regulation or accountability means this is amplified to the most extreme degree where anything goes: Fraud, deception, pump and dumps, scams, etc. This results in a pure speculative madhouse where, unsurprisingly, only the rich win. Not only that but the deck is massively stacked in against the everyday investor because you can’t do a pump and dump without money.

At the heart of all of this is still the same issues: greed and human nature. However, in setting out to solve the issues that allowed 2008 to happen, they made something that literally took all of the bad parts of 2008 and then amplified it. 2008, similarly, was due to greed and human nature but was allowed to happen due to lack of oversite, rich people's excessive leverage over the poor, and excessive speculation. Crypto trades SOLELY on human emotion, has 0 oversite, is pure speculation, and the power dynamic is just as bad or worse.

Why should each individual be their own bank?

This is the last one, and it's short and basic. Why do we want people functioning as their own bank? Everything we do relies on another person. Without the internet, and internet providers there is no crypto. We don’t have people functioning as their own home and car manufacturers or internet service providers. Sure, you might specialize in some of these things, but masquerading as your own bank is a horrible idea.

I am not in the banking industry so I don’t know all the issues with banking. Most people aren’t in banking or crypto, so they don’t know the ENDLESS scams associated with it, and they are bound to lose their money eventually.

If you appreciate this article and want to read more from me and authors like me, without any limits, consider buying me a coffee: buymeacoffee.com/calebnaysmith

Faisal Khan

Faisal Khan

2 years ago

4 typical methods of crypto market manipulation

Credit: Getty Images/Cemile Bingol

Market fraud

Due to its decentralized and fragmented character, the crypto market has integrity difficulties.

Cryptocurrencies are an immature sector, therefore market manipulation becomes a bigger issue. Many research have attempted to uncover these abuses. CryptoCompare's newest one highlights some of the industry's most typical scams.

Why are these concerns so common in the crypto market? First, even the largest centralized exchanges remain unregulated due to industry immaturity. A low-liquidity market segment makes an attack more harmful. Finally, market surveillance solutions not implemented reduce transparency.

In CryptoCompare's latest exchange benchmark, 62.4% of assessed exchanges had a market surveillance system, although only 18.1% utilised an external solution. To address market integrity, this measure must improve dramatically. Before discussing the report's malpractices, note that this is not a full list of attacks and hacks.

Clean Trading

An investor buys and sells concurrently to increase the asset's price. Centralized and decentralized exchanges show this misconduct. 23 exchanges have a volume-volatility correlation < 0.1 during the previous 100 days, according to CryptoCompares. In August 2022, Exchange A reported $2.5 trillion in artificial and/or erroneous volume, up from $33.8 billion the month before.

Spoofing

Criminals create and cancel fake orders before they can be filled. Since manipulators can hide in larger trading volumes, larger exchanges have more spoofing. A trader placed a 20.8 BTC ask order at $19,036 when BTC was trading at $19,043. BTC declined 0.13% to $19,018 in a minute. At 18:48, the trader canceled the ask order without filling it.

Front-Running

Most cryptocurrency front-running involves inside trading. Traditional stock markets forbid this. Since most digital asset information is public, this is harder. Retailers could utilize bots to front-run.

CryptoCompare found digital wallets of people who traded like insiders on exchange listings. The figure below shows excess cumulative anomalous returns (CAR) before a coin listing on an exchange.

Finally, LAYERING is a sequence of spoofs in which successive orders are put along a ladder of greater (layering offers) or lower (layering bids) values. The paper concludes with recommendations to mitigate market manipulation. Exchange data transparency, market surveillance, and regulatory oversight could reduce manipulative tactics.

CyberPunkMetalHead

CyberPunkMetalHead

3 years ago

195 countries want Terra Luna founder Do Kwon

Interpol has issued a red alert on Terraform Labs' CEO, South Korean prosecutors said.

After the May crash of Terra Luna revealed tax evasion issues, South Korean officials filed an arrest warrant for Do Kwon, but he is missing.

Do Kwon is now a fugitive in 195 countries after Seoul prosecutors placed him to Interpol's red list. Do Kwon hasn't commented since then. The red list allows any country's local authorities to apprehend Do Kwon.

Do Dwon and Terraform Labs were believed to have moved to Singapore days before the $40 billion wipeout, but Singapore authorities said he fled the country on September 17. Do Kwon tweeted that he wasn't on the run and cited privacy concerns.

Do Kwon was not on the red list at the time and said he wasn't "running," only to reply to his own tweet saying he hasn't jogged in a while and needed to trim calories.

Whether or not it makes sense to read too much into this, the reality is that Do Kwon is now on Interpol red list, despite the firmly asserts on twitter that he does absolutely nothing to hide.

UPDATE:

South Korean authorities are investigating alleged withdrawals of over $60 million U.S. and seeking to freeze these assets. Korean authorities believe a new wallet exchanged over 3000 BTC through OKX and Kucoin.

Do Kwon and the Luna Foundation Guard (of whom Do Kwon is a key member of) have declined all charges and dubbed this disinformation.

Singapore's Luna Foundation Guard (LFG) manages the Terra Ecosystem.

The Legal Situation

Multiple governments are searching for Do Kwon and five other Terraform Labs employees for financial markets legislation crimes.

South Korean authorities arrested a man suspected of tax fraud and Ponzi scheme.

The U.S. SEC is also examining Terraform Labs on how UST was advertised as a stablecoin. No legal precedent exists, so it's unclear what's illegal.

The future of Terraform Labs, Terra, and Terra 2 is unknown, and despite what Twitter shills say about LUNC, the company remains in limbo awaiting a decision that will determine its fate. This project isn't a wise investment.

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INTΞGRITY team

INTΞGRITY team

3 years ago

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Sanjay Priyadarshi

Sanjay Priyadarshi

3 years ago

A 19-year-old dropped out of college to build a $2,300,000,000 company in 2 years.

His success was unforeseeable.

2014 saw Facebook's $2.3 billion purchase of Oculus VR.

19-year-old Palmer Luckey founded Oculus. He quit journalism school. His parents worried about his college dropout.

Facebook bought Oculus VR in less than 2 years.

Palmer Luckey started Anduril Industries. Palmer has raised $385 million with Anduril.

The Oculus journey began in a trailer

Palmer Luckey, 19, owned the trailer.

Luckey had his trailer customized. The trailer had all six of Luckey's screens. In the trailer's remaining area, Luckey conducted hardware tests.

At 16, he became obsessed with virtual reality. Virtual reality was rare at the time.

Luckey didn't know about VR when he started.

Previously, he liked "portabilizing" mods. Hacking ancient game consoles into handhelds.

In his city, fewer portabilizers actively traded.

Luckey started "ModRetro" for other portabilizers. Luckey was exposed to VR headsets online.

Luckey:

“Man, ModRetro days were the best.”

Palmer Luckey used VR headsets for three years. His design had 50 prototypes.

Luckey used to work at the Long Beach Sailing Center for minimum salary, servicing diesel engines and cleaning boats.

Luckey worked in a USC Institute for Creative Technologies mixed reality lab in July 2011. (ICT).

Luckey cleaned the lab, did reports, and helped other students with VR projects.

Luckey's lab job was dull.

Luckey chose to work in the lab because he wanted to engage with like-minded folks.

By 2012, Luckey had a prototype he hoped to share globally. He made cheaper headsets than others.

Luckey wanted to sell an easy-to-assemble virtual reality kit on Kickstarter.

He realized he needed a corporation to do these sales legally. He started looking for names. "Virtuality," "virtual," and "VR" are all taken.

Hence, Oculus.

If Luckey sold a hundred prototypes, he would be thrilled since it would boost his future possibilities.

John Carmack, legendary game designer

Carmack has liked sci-fi and fantasy since infancy.

Carmack loved imagining intricate gaming worlds.

His interest in programming and computer science grew with age.

He liked graphics. He liked how mismatching 0 and 1 might create new colors and visuals.

Carmack played computer games as a teen. He created Shadowforge in high school.

He founded Id software in 1991. When Carmack created id software, console games were the best-sellers.

Old computer games have weak graphics. John Carmack and id software developed "adaptive tile refresh."

This technique smoothed PC game scrolling. id software launched 3-D, Quake, and Doom using "adaptive tile refresh."

These games made John Carmack a gaming star. Later, he sold Id software to ZeniMax Media.

How Palmer Luckey met Carmack

In 2011, Carmack was thinking a lot about 3-D space and virtual reality.

He was underwhelmed by the greatest HMD on the market. Because of their flimsiness and latency.

His disappointment was partly due to the view (FOV). Best HMD had 40-degree field of view.

Poor. The best VR headset is useless with a 40-degree FOV.

Carmack intended to show the press Doom 3 in VR. He explored VR headsets and internet groups for this reason.

Carmack identified a VR enthusiast in the comments section of "LEEP on the Cheap." "PalmerTech" was the name.

Carmack approached PalmerTech about his prototype. He told Luckey about his VR demos, so he wanted to see his prototype.

Carmack got a Rift prototype. Here's his May 17 tweet.

John Carmack tweeted an evaluation of the Luckey prototype.

Dan Newell, a Valve engineer, and Mick Hocking, a Sony senior director, pre-ordered Oculus Rift prototypes with Carmack's help.

Everyone praised Luckey after Carmack demoed Rift.

Palmer Luckey received a job offer from Sony.

  • It was a full-time position at Sony Computer Europe.

  • He would run Sony’s R&D lab.

  • The salary would be $70k.

Who is Brendan Iribe?

Brendan Iribe started early with Startups. In 2004, he and Mike Antonov founded Scaleform.

Scaleform created high-performance middleware. This package allows 3D Flash games.

In 2011, Iribe sold Scaleform to Autodesk for $36 million.

How Brendan Iribe discovered Palmer Luckey.

Brendan Iribe's friend Laurent Scallie.

Laurent told Iribe about a potential opportunity.

Laurent promised Iribe VR will work this time. Laurent introduced Iribe to Luckey.

Iribe was doubtful after hearing Laurent's statements. He doubted Laurent's VR claims.

But since Laurent took the name John Carmack, Iribe thought he should look at Luckey Innovation. Iribe was hooked on virtual reality after reading Palmer Luckey stories.

He asked Scallie about Palmer Luckey.

Iribe convinced Luckey to start Oculus with him

First meeting between Palmer Luckey and Iribe.

The Iribe team wanted Luckey to feel comfortable.

Iribe sought to convince Luckey that launching a company was easy. Iribe told Luckey anyone could start a business.

Luckey told Iribe's staff he was homeschooled from childhood. Luckey took self-study courses.

Luckey had planned to launch a Kickstarter campaign and sell kits for his prototype. Many companies offered him jobs, nevertheless.

He's considering Sony's offer.

Iribe advised Luckey to stay independent and not join a firm. Iribe asked Luckey how he could raise his child better. No one sees your baby like you do?

Iribe's team pushed Luckey to stay independent and establish a software ecosystem around his device.

After conversing with Iribe, Luckey rejected every job offer and merger option.

Iribe convinced Luckey to provide an SDK for Oculus developers.

After a few months. Brendan Iribe co-founded Oculus with Palmer Luckey. Luckey trusted Iribe and his crew, so he started a corporation with him.

Crowdfunding

Brendan Iribe and Palmer Luckey launched a Kickstarter.

Gabe Newell endorsed Palmer's Kickstarter video.

Gabe Newell wants folks to trust Palmer Luckey since he's doing something fascinating and answering tough questions.

Mark Bolas and David Helgason backed Palmer Luckey's VR Kickstarter video.

Luckey introduced Oculus Rift during the Kickstarter campaign. He introduced virtual reality during press conferences.

Oculus' Kickstarter effort was a success. Palmer Luckey felt he could raise $250,000.

Oculus raised $2.4 million through Kickstarter. Palmer Luckey's virtual reality vision was well-received.

Mark Zuckerberg's Oculus discovery

Brendan Iribe and Palmer Luckey hired the right personnel after a successful Kickstarter campaign.

Oculus needs a lot of money for engineers and hardware. They needed investors' money.

Series A raised $16M.

Next, Andreessen Horowitz partner Brain Cho approached Iribe.

Cho told Iribe that Andreessen Horowitz could invest in Oculus Series B if the company solved motion sickness.

Mark Andreessen was Iribe's dream client.

Marc Andreessen and his partners gave Oculus $75 million.

Andreessen introduced Iribe to Zukerberg. Iribe and Zukerberg discussed the future of games and virtual reality by phone.

Facebook's Oculus demo

Iribe showed Zuckerberg Oculus.

Mark was hooked after using Oculus. The headset impressed him.

The whole Facebook crew who saw the demo said only one thing.

“Holy Crap!”

This surprised them all.

Mark Zuckerberg was impressed by the team's response. Mark Zuckerberg met the Oculus team five days after the demo.

First meeting Palmer Luckey.

Palmer Luckey is one of Mark's biggest supporters and loves Facebook.

Oculus Acquisition

Zuckerberg wanted Oculus.

Brendan Iribe had requested for $4 billion, but Mark wasn't interested.

Facebook bought Oculus for $2.3 billion after months of drama.

After selling his company, how does Palmer view money?

Palmer loves the freedom money gives him. Money frees him from small worries.

Money has allowed him to pursue things he wouldn't have otherwise.

“If I didn’t have money I wouldn’t have a collection of vintage military vehicles…You can have nice hobbies that keep you relaxed when you have money.”

He didn't start Oculus to generate money. His virtual reality passion spanned years.

He didn't have to lie about how virtual reality will transform everything until he needed funding.

The company's success was an unexpected bonus. He was merely passionate about a good cause.

After Oculus' $2.3 billion exit, what changed?

Palmer didn't mind being rich. He did similar things.

After Facebook bought Oculus, he moved to Silicon Valley and lived in a 12-person shared house due to high rents.

Palmer might have afforded a big mansion, but he prefers stability and doing things because he wants to, not because he has to.

“Taco Bell is never tasted so good as when you know you could afford to never eat taco bell again.”

Palmer's leadership shifted.

Palmer changed his leadership after selling Oculus.

When he launched his second company, he couldn't work on his passions.

“When you start a tech company you do it because you want to work on a technology, that is why you are interested in that space in the first place. As the company has grown, he has realized that if he is still doing optical design in the company it’s because he is being negligent about the hiring process.”

Once his startup grows, the founder's responsibilities shift. He must recruit better firm managers.

Recruiting talented people becomes the top priority. The founder must convince others of their influence.

A book that helped me write this:

The History of the Future: Oculus, Facebook, and the Revolution That Swept Virtual Reality — Blake Harris


*This post is a summary. Read the full article here.

Alison Randel

Alison Randel

3 years ago

Raising the Bar on Your 1:1s

Photo by Anotia Wang @anotia

Managers spend much time in 1:1s. Most team members meet with supervisors regularly. 1:1s can help create relationships and tackle tough topics. Few appreciate the 1:1 format's potential. Most of the time, that potential is spent on small talk, surface-level updates, and ranting (Ugh, the marketing team isn’t stepping up the way I want them to).

What if you used that time to have deeper conversations and important insights? What if change was easy?

This post introduces a new 1:1 format to help you dive deeper, faster, and develop genuine relationships without losing impact.

A 1:1 is a chat, you would assume. Why use structure to talk to a coworker? Go! I know how to talk to people. I can write. I've always written. Also, This article was edited by Zoe.

Before you discard something, ask yourself if there's a good reason not to try anything new. Is the 1:1 only a talk, or do you want extra benefits? Try the steps below to discover more.

I. Reflection (5 minutes)

Context-free, broad comments waste time and are useless. Instead, give team members 5 minutes to write these 3 prompts.

  1. What's effective?

  2. What is decent but could be improved?

  3. What is broken or missing?

Why these? They encourage people to be honest about all their experiences. Answering these questions helps people realize something isn't working. These prompts let people consider what's working.

Why take notes? Because you get more in less time. Will you feel awkward sitting quietly while your coworker writes? Probably. Persevere. Multi-task. Take a break from your afternoon meeting marathon. Any awkwardness will pay off.

What happens? After a few minutes of light conversation, create a template like the one given here and have team members fill in their replies. You can pre-share the template (with the caveat that this isn’t meant to take much prep time). Do this with your coworker: Answer the prompts. Everyone can benefit from pondering and obtaining guidance.

This step's output.

Part II: Talk (10-20 minutes)

Most individuals can explain what they see but not what's behind an answer. You don't like a meeting. Why not? Marketing partnership is difficult. What makes working with them difficult? I don't recommend slandering coworkers. Consider how your meetings, decisions, and priorities make work harder. The excellent stuff too. You want to know what's humming so you can reproduce the magic.

First, recognize some facts.

  • Real power dynamics exist. To encourage individuals to be honest, you must provide a safe environment and extend clear invites. Even then, it may take a few 1:1s for someone to feel secure enough to go there in person. It is part of your responsibility to admit that it is normal.

  • Curiosity and self-disclosure are crucial. Most leaders have received training to present themselves as the authorities. However, you will both benefit more from the dialogue if you can be open and honest about your personal experience, ask questions out of real curiosity, and acknowledge the pertinent sacrifices you're making as a leader.

  • Honesty without bias is difficult and important. Due to concern for the feelings of others, people frequently hold back. Or if they do point anything out, they do so in a critical manner. The key is to be open and unapologetic about what you observe while not presuming that your viewpoint is correct and that of the other person is incorrect.

Let's go into some prompts (based on genuine conversations):

  • “What do you notice across your answers?”

  • “What about the way you/we/they do X, Y, or Z is working well?”

  • “ Will you say more about item X in ‘What’s not working?’”

  • “I’m surprised there isn’t anything about Z. Why is that?”

  • “All of us tend to play some role in maintaining certain patterns. How might you/we be playing a role in this pattern persisting?”

  • “How might the way we meet, make decisions, or collaborate play a role in what’s currently happening?”

Consider the preceding example. What about the Monday meeting isn't working? Why? or What about the way we work with marketing makes collaboration harder? Remember to share your honest observations!

Third section: observe patterns (10-15 minutes)

Leaders desire to empower their people but don't know how. We also have many preconceptions about what empowerment means to us and how it works. The next phase in this 1:1 format will assist you and your team member comprehend team power and empowerment. This understanding can help you support and shift your team member's behavior, especially where you disagree.

How to? After discussing the stated responses, ask each team member what they can control, influence, and not control. Mark their replies. You can do the same, adding colors where you disagree.

This step's output.

Next, consider the color constellation. Discuss these questions:

  • Is one color much more prevalent than the other? Why, if so?

  • Are the colors for the "what's working," "what's fine," and "what's not working" categories clearly distinct? Why, if so?

  • Do you have any disagreements? If yes, specifically where does your viewpoint differ? What activities do you object to? (Remember, there is no right or wrong in this. Give explicit details and ask questions with curiosity.)

Example: Based on the colors, you can ask, Is the marketing meeting's quality beyond your control? Were our marketing partners consulted? Are there any parts of team decisions we can control? We can't control people, but have we explored another decision-making method? How can we collaborate and generate governance-related information to reduce work, even if the requirement for prep can't be eliminated?

Consider the top one or two topics for this conversation. No 1:1 can cover everything, and that's OK. Focus on the present.

Part IV: Determine the next step (5 minutes)

Last, examine what this conversation means for you and your team member. It's easy to think we know the next moves when we don't.

Like what? You and your teammate answer these questions.

  1. What does this signify moving ahead for me? What can I do to change this? Make requests, for instance, and see how people respond before thinking they won't be responsive.

  2. What demands do I have on other people or my partners? What should I do first? E.g. Make a suggestion to marketing that we hold a monthly retrospective so we can address problems and exchange input more frequently. Include it on the meeting's agenda for next Monday.

Close the 1:1 by sharing what you noticed about the chat. Observations? Learn anything?

Yourself, you, and the 1:1

As a leader, you either reinforce or disrupt habits. Try this template if you desire greater ownership, empowerment, or creativity. Consider how you affect surrounding dynamics. How can you expect others to try something new in high-stakes scenarios, like meetings with cross-functional partners or senior stakeholders, if you won't? How can you expect deep thought and relationship if you don't encourage it in 1:1s? What pattern could this new format disrupt or reinforce?

Fight reluctance. First attempts won't be ideal, and that's OK. You'll only learn by trying.