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:
- An investment of money
- n a common enterprise
- With the expectation of profit
- 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

CoinTelegraph
3 years ago
2 NFT-based blockchain games that could soar in 2022
NFTs look ready to rule 2022, and the recent pivot toward NFT utility in P2E gaming could make blockchain gaming this year’s sector darling.
After the popularity of decentralized finance (DeFi) came the rise of nonfungible tokens (NFTs), and to the surprise of many, NFTs took the spotlight and now remain front and center with the highest volume in sales occurring at the start of January 2022.
While 2021 became the year of NFTs, GameFi applications did surpass DeFi in terms of user popularity. According to data from DappRadar, Bloomberg gathered:
Nearly 50% of active cryptocurrency wallets connected to decentralized applications in November were for playing games. The percentage of wallets linked to decentralized finance, or DeFi, dapps fell to 45% during the same period, after months of being the leading dapp use case.
Blockchain play-to-earn (P2E) game Axie infinity skyrocketed and kicked off a gaming craze that is expected to continue all throughout 2022. Crypto pundits and gaming advocates have high expectations for P2E blockchain-based games and there’s bound to be a few sleeping giants that will dominate the sector.
Let’s take a look at five blockchain games that could make waves in 2022.
DeFi Kingdoms
The inspiration for DeFi Kingdoms came from simple beginnings — a passion for investing that lured the developers to blockchain technology. DeFi Kingdoms was born as a visualization of liquidity pool investing where in-game ‘gardens’ represent literal and figurative token pairings and liquidity pool mining.
As shown in the game, investors have a portion of their LP share within a plot filled with blooming plants. By attaching the concept of growth to DeFi protocols within a play-and-earn model, DeFi Kingdoms puts a twist on “playing” a game.
Built on the Harmony Network, DeFi Kingdoms became the first project on the network to ever top the DappRadar charts. This could be attributed to an influx of individuals interested in both DeFi and blockchain games or it could be attributed to its recent in-game utility token JEWEL surging.
JEWEL is a utility token that allows users to purchase NFTs in-game buffs to increase a base-level stat. It is also used for liquidity mining to grant users the opportunity to make more JEWEL through staking.
JEWEL is also a governance token that gives holders a vote in the growth and evolution of the project. In the past four months, the token price surged from $1.23 to an all-time high of $22.52. At the time of writing, JEWEL is down by nearly 16%, trading at $19.51.
Surging approximately 1,487% from its humble start of $1.23 four months ago in September, JEWEL token price has increased roughly 165% this last month alone, according to data from CoinGecko.
Guild of Guardians
Guild of Guardians is one of the more anticipated blockchain games in 2022 and it is built on ImmutableX, the first layer-two solution built on Ethereum that focuses on NFTs. Aiming to provide more access, it will operate as a free-to-play mobile role-playing game, modeling the P2E mechanics.
Similar to blockchain games like Axie Infinity, Guild of Guardians in-game assets can be exchanged. The project seems to be of interest to many gamers and investors with its NFT founder sale and token launch generating nearly $10 million in volume.
Launching its in-game token in October of 2021, the Guild of Guardians (GOG) tokens are ERC-20 tokens known as ‘gems’ inside the game. Gems are what power key features in the game such as minting in-game NFTs and interacting with the marketplace, and are available to earn while playing.
For the last month, the Guild of Guardians token has performed rather steadily after spiking to its all-time high of $2.81 after its launch. Despite the token being down over 50% from its all-time high, at the time of writing, some members of the community are looking forward to the possibility of staking and liquidity pools, which are features that tend to help stabilize token prices.
Alex Bentley
3 years ago
Why Bill Gates thinks Bitcoin, crypto, and NFTs are foolish
Microsoft co-founder Bill Gates assesses digital assets while the bull is caged.

Bill Gates is well-respected.
Reasonably. He co-founded and led Microsoft during its 1980s and 1990s revolution.
After leaving Microsoft, Bill Gates pursued other interests. He and his wife founded one of the world's largest philanthropic organizations, Bill & Melinda Gates Foundation. He also supports immunizations, population control, and other global health programs.
When Gates criticized Bitcoin, cryptocurrencies, and NFTs, it made news.
Bill Gates said at the 58th Munich Security Conference...
“You have an asset class that’s 100% based on some sort of greater fool theory that somebody’s going to pay more for it than I do.”
Gates means digital assets. Like many bitcoin critics, he says digital coins and tokens are speculative.
And he's not alone. Financial experts have dubbed Bitcoin and other digital assets a "bubble" for a decade.
Gates also made fun of Bored Ape Yacht Club and NFTs, saying, "Obviously pricey digital photographs of monkeys will help the world."
Why does Bill Gates dislike digital assets?
According to Gates' latest comments, Bitcoin, cryptos, and NFTs aren't good ways to hold value.
Bill Gates is a better investor than Elon Musk.
“I’m used to asset classes, like a farm where they have output, or like a company where they make products,” Gates said.
The Guardian claimed in April 2021 that Bill and Melinda Gates owned the most U.S. farms. Over 242,000 acres of farmland.
The Gates couple has enough farmland to cover Hong Kong.

Bill Gates is a classic investor. He wants companies with an excellent track record, strong fundamentals, and good management. Or tangible assets like land and property.
Gates prefers the "old economy" over the "new economy"
Gates' criticism of Bitcoin and cryptocurrency ventures isn't surprising. These digital assets lack all of Gates's investing criteria.
Volatile digital assets include Bitcoin. Their costs might change dramatically in a day. Volatility scares risk-averse investors like Gates.
Gates has a stake in the old financial system. As Microsoft's co-founder, Gates helped develop a dominant tech company.
Because of his business, he's one of the world's richest men.
Bill Gates is invested in protecting the current paradigm.
He won't invest in anything that could destroy the global economy.
When Gates criticizes Bitcoin, cryptocurrencies, and NFTs, he's suggesting they're a hoax. These soapbox speeches are one way he protects his interests.
Digital assets aren't a bad investment, though. Many think they're the future.
Changpeng Zhao and Brian Armstrong are two digital asset billionaires. Two crypto exchange CEOs. Binance/Coinbase.
Digital asset revolution won't end soon.
If you disagree with Bill Gates and plan to invest in Bitcoin, cryptocurrencies, or NFTs, do your own research and understand the risks.
But don’t take Bill Gates’ word for it.
He’s just an old rich guy with a lot of farmland.
He has a lot to lose if Bitcoin and other digital assets gain global popularity.
This post is a summary. Read the full article here.

mbvissers.eth
3 years ago
Why does every smart contract seem to implement ERC165?
ERC165 (or EIP-165) is a standard utilized by various open-source smart contracts like Open Zeppelin or Aavegotchi.
What's it? You must implement? Why do we need it? I'll describe the standard and answer any queries.
What is ERC165
ERC165 detects and publishes smart contract interfaces. Meaning? It standardizes how interfaces are recognized, how to detect if they implement ERC165, and how a contract publishes the interfaces it implements. How does it work?
Why use ERC165? Sometimes it's useful to know which interfaces a contract implements, and which version.
Identifying interfaces
An interface function's selector. This verifies an ABI function. XORing all function selectors defines an interface in this standard. The following code demonstrates.
// SPDX-License-Identifier: UNLICENCED
pragma solidity >=0.8.0 <0.9.0;
interface Solidity101 {
function hello() external pure;
function world(int) external pure;
}
contract Selector {
function calculateSelector() public pure returns (bytes4) {
Solidity101 i;
return i.hello.selector ^ i.world.selector;
// Returns 0xc6be8b58
}
function getHelloSelector() public pure returns (bytes4) {
Solidity101 i;
return i.hello.selector;
// Returns 0x19ff1d21
}
function getWorldSelector() public pure returns (bytes4) {
Solidity101 i;
return i.world.selector;
// Returns 0xdf419679
}
}This code isn't necessary to understand function selectors and how an interface's selector can be determined from the functions it implements.
Run that sample in Remix to see how interface function modifications affect contract function output.
Contracts publish their implemented interfaces.
We can identify interfaces. Now we must disclose the interfaces we're implementing. First, import IERC165 like so.
pragma solidity ^0.4.20;
interface ERC165 {
/// @notice Query if a contract implements an interface
/// @param interfaceID The interface identifier, as specified in ERC-165
/// @dev Interface identification is specified in ERC-165.
/// @return `true` if the contract implements `interfaceID` and
/// `interfaceID` is not 0xffffffff, `false` otherwise
function supportsInterface(bytes4 interfaceID) external view returns (bool);
}We still need to build this interface in our smart contract. ERC721 from OpenZeppelin is a good example.
// SPDX-License-Identifier: MIT
// OpenZeppelin Contracts (last updated v4.5.0) (token/ERC721/ERC721.sol)
pragma solidity ^0.8.0;
import "./IERC721.sol";
import "./extensions/IERC721Metadata.sol";
import "../../utils/introspection/ERC165.sol";
// ...
contract ERC721 is Context, ERC165, IERC721, IERC721Metadata {
// ...
function supportsInterface(bytes4 interfaceId) public view virtual override(ERC165, IERC165) returns (bool) {
return
interfaceId == type(IERC721).interfaceId ||
interfaceId == type(IERC721Metadata).interfaceId ||
super.supportsInterface(interfaceId);
}
// ...
}I deleted unnecessary code. The smart contract imports ERC165, IERC721 and IERC721Metadata. The is keyword at smart contract declaration implements all three.
Kind (interface).
Note that type(interface).interfaceId returns the same as the interface selector.
We override supportsInterface in the smart contract to return a boolean that checks if interfaceId is the same as one of the implemented contracts.
Super.supportsInterface() calls ERC165 code. Checks if interfaceId is IERC165.
function supportsInterface(bytes4 interfaceId) public view virtual override returns (bool) {
return interfaceId == type(IERC165).interfaceId;
}So, if we run supportsInterface with an interfaceId, our contract function returns true if it's implemented and false otherwise. True for IERC721, IERC721Metadata, andIERC165.
Conclusion
I hope this post has helped you understand and use ERC165 and why it's employed.
Have a great day, thanks for reading!
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Tom Smykowski
2 years ago
CSS Scroll-linked Animations Will Transform The Web's User Experience
We may never tap again in ten years.
I discussed styling websites and web apps on smartwatches in my earlier article on W3C standardization.
The Parallax Chronicles
Section containing examples and flying objects
Another intriguing Working Draft I found applies to all devices, including smartphones.
These pages may have something intriguing. Take your time. Return after scrolling:
What connects these three pages?
JustinWick at English Wikipedia • CC-BY-SA-3.0
Scroll-linked animation, commonly called parallax, is the effect.
WordPress theme developers' quick setup and low-code tools made the effect popular around 2014.
Parallax: Why Designers Love It
The chapter that your designer shouldn't read
Online video playback required searching, scrolling, and clicking ten years ago. Scroll and click four years ago.
Some video sites let you swipe to autoplay the next video from an endless list.
UI designers create scrollable pages and apps to accommodate the behavioral change.
Web interactivity used to be mouse-based. Clicking a button opened a help drawer, and hovering animated it.
However, a large page with more material requires fewer buttons and less interactiveness.
Designers choose scroll-based effects. Design and frontend developers must fight the trend but prepare for the worst.
How to Create Parallax
The component that you might want to show the designer
JavaScript-based effects track page scrolling and apply animations.
Javascript libraries like lax.js simplify it.
Using it needs a lot of human mathematical and physical computations.
Your asset library must also be prepared to display your website on a laptop, television, smartphone, tablet, foldable smartphone, and possibly even a microwave.
Overall, scroll-based animations can be solved better.
CSS Scroll-linked Animations
CSS makes sense since it's presentational. A Working Draft has been laying the groundwork for the next generation of interactiveness.
The new CSS property scroll-timeline powers the feature, which MDN describes well.
Before testing it, you should realize it is poorly supported:
Firefox 103 currently supports it.
There is also a polyfill, with some demo examples to explore.
Summary
Web design was a protracted process. Started with pages with static backdrop images and scrollable text. Artists and designers may use the scroll-based animation CSS API to completely revamp our web experience.
It's a promising frontier. This post may attract a future scrollable web designer.
Ps. I have created flashcards for HTML, Javascript etc. Check them out!

Owolabi Judah
3 years ago
How much did YouTube pay for 10 million views?
Ali's $1,054,053.74 YouTube Adsense haul.
YouTuber, entrepreneur, and former doctor Ali Abdaal. He began filming productivity and financial videos in 2017. Ali Abdaal has 3 million YouTube subscribers and has crossed $1 million in AdSense revenue. Crazy, no?
Ali will share the revenue of his top 5 youtube videos, things he's learned that you can apply to your side hustle, and how many views it takes to make a livelihood off youtube.
First, "The Long Game."
All good things take time to bear fruit. Compounding improves everything. Long-term work yields better returns. Ali made his first dollar after nine months and 85 videos.
Second, "One piece of content can transform your life, but you never know which one."
Had he abandoned YouTube at 84 videos without making any money, he wouldn't have filmed the 85th video that altered everything.
Third Lesson: Your Industry Choice Can Multiply.
The industry or niche you target as a business owner or side hustler can have a major impact on how much money you make.
Here are the top 5 videos.
1) 9.8m views: $191,258.16 for 9 passive income ideas
Ali made 2 points.
We should consider YouTube videos digital assets. They're investments, which make us money. His investments are yielding passive income.
Investing extra time and effort in your films can pay off.
2) How to Invest for Beginners — 5.2m Views: $87,200.08.
This video did poorly in the first several weeks after it was published; it was his tenth poorest performer. Don't worry about things you can't control. This applies to life, not just YouTube videos.
He stated we constantly have anxieties, fears, and concerns about things outside our control, but if we can find that line, life is easier and more pleasurable.
3) How to Build a Website in 2022— 866.3k views: $42,132.72.
The RPM was $48.86 per thousand views, making it his highest-earning video. Squarespace, Wix, and other website builders are trying to put ads on it and competing against one other, so ad rates go up.
Because it was beyond his niche, Ali almost didn't make the video. He made the video because he wanted to help at least one person.
4) How I take notes on my iPad in medical school — 5.9m views: $24,479.80
85th video. It's the video that affected Ali's YouTube channel and his life the most. The video's success wasn't certain.
5) How I Type Fast 156 Words Per Minute — 8.2M views: $25,143.17
Ali didn't know this video would perform well; he made it because he can type fast and has been practicing for 10 years. So he made a video with his best advice.
How many views to different wealth levels?
It depends on geography, niche, and other monetization sources. To keep things simple, he would solely utilize AdSense.
How many views to generate money?
To generate money on Youtube, you need 1,000 subscribers and 4,000 hours of view time. How much work do you need to make pocket money?
Ali's first 1,000 subscribers took 52 videos and 6 months. The typical channel with 1,000 subscribers contains 152 videos, according to Tubebuddy. It's time-consuming.
After monetizing, you'll need 15,000 views/month to make $5-$10/day.
How many views to go part-time?
Say you make $35,000/year at your day job. If you work 5 days/week, you make $7,000/year each day. If you want to drop down from 5 days to 4 days/week, you need to make an extra $7,000/year from YouTube, or $600/month.
What's the quit-your-job budget?
Silicon Valley Girl is in a highly successful niche targeting tech-focused folks in the west. When her channel had 500k views/month, she made roughly $3,000/month or $47,000/year, enough to quit your work.
Marina has another 1.5m subscriber channel in Russia, which has a lower rpm because fewer corporations advertise there than in the west. 2.3 million views/month is $4,000/month or $50,000/year, enough to quit your employment.
Marina is an intriguing example because she has three YouTube channels with the same skills, but one is 16x more profitable due to the niche she chose.
In Ali's case, he made 100+ videos when his channel was producing enough money to quit his job, roughly $4,000/month.
How many views make you rich?
Depending on how you define rich. Ali felt prosperous with over $100,000/year and 3–5m views/month.
Conclusion
YouTubers and artists don't treat their work like a company, which is a mistake. Businesses have been attempting to figure this out for decades, if not centuries.
We can learn from the business world how to monetize YouTube, Instagram, and Tiktok and make them into sustainable enterprises where we can hire people and delegate tasks.
Bonus
Watch Ali's video explaining all this:
This post is a summary. Read the full article here

Victoria Kurichenko
3 years ago
Updates From Google For Content Producers What You Should Know Is This
People-first update.
Every Google upgrade causes website owners to panic.
Some have just recovered from previous algorithm tweaks and resumed content development.
If you follow Google's Webmaster rules, you shouldn't fear its adjustments.
Everyone has a view of them. Miscommunication and confusion result.
Now, for some (hopefully) exciting news.
Google tweeted on August 18, 2022 about a fresh content update.
This change is another Google effort to remove low-quality, repetitive, and AI-generated content.
The algorithm generates and analyzes search results, not humans.
Google spends a lot to teach its algorithm what searchers want. Intent isn't always clear.
Google's content update aims to:
“… ensure people see more original, helpful content written by people, for people, in search results.”
Isn't it a noble goal?
However, what does it mean for content creators and website owners?
How can you ensure you’re creating content that will be successful after the updates roll out?
Let's first define people-first content.
What does "people-first-content" mean?
If asked, I'd say information written to answer queries and solve problems.
Like others, I read it from the term.
Content creators and marketers disagree. They need more information to follow recommendations.
Google gives explicit instructions for creating people-first content.
According to Google, if you answer yes to the following questions, you have a people-first attitude.
Do you have customers who might find your content useful if they contacted you directly?
Does your content show the breadth of your knowledge?
Do you have a niche or a focus for your website?
After reading your content, will readers learn something new to aid them in achieving their goals?
Are readers happy after reading your content?
Have you been adhering to Google's fundamental updates and product reviews?
As an SEO writer, I'm not scared.
I’ve been following these rules consciously while creating content for my website. That’s why it’s been steadily growing despite me publishing just one or two stories a month.
If you avoid AI-generated text and redundant, shallow material, your website won't suffer.
If you use unscrupulous methods to boost your website's traffic, including link buying or keyword stuffing, stop. Google is getting smarter and will find and punish your site eventually.
For those who say, “SEO is no longer working,” I dedicated the whole paragraph below.
This does not imply that SEO is obsolete.
Google:
“People-first content creators focus on creating satisfying content, while also utilizing SEO best practices to bring searchers additional value.”
The official helpful content update page lists two people-first content components:
meeting user needs
best practices for SEO
Always read official guidelines, not unsolicited suggestions.
SEO will work till search engines die.
How to use the update
Google said the changes will arrive in August 2022.
They pledged to post updates on Google's search ranking updates page.
Google also tweets this info. If you haven't followed it already, I recommend it.
Ranking adjustments could take two weeks and will affect English searches internationally initially.
Google affirmed plans to extend to other languages.
If you own a website, monitor your rankings and traffic to see if it's affected.
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