More on Web3 & Crypto
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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:
- 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.
Langston Thomas
3 years ago
A Simple Guide to NFT Blockchains
Ethereum's blockchain rules NFTs. Many consider it the one-stop shop for NFTs, and it's become the most talked-about and trafficked blockchain in existence.
Other blockchains are becoming popular in NFTs. Crypto-artists and NFT enthusiasts have sought new places to mint and trade NFTs due to Ethereum's high transaction costs and environmental impact.
When choosing a blockchain to mint on, there are several factors to consider. Size, creator costs, consumer spending habits, security, and community input are important. We've created a high-level summary of blockchains for NFTs to help clarify the fast-paced world of web3 tech.
Ethereum
Ethereum currently has the most NFTs. It's decentralized and provides financial and legal services without intermediaries. It houses popular NFT marketplaces (OpenSea), projects (CryptoPunks and the Bored Ape Yacht Club), and artists (Pak and Beeple).
It's also expensive and energy-intensive. This is because Ethereum works using a Proof-of-Work (PoW) mechanism. PoW requires computers to solve puzzles to add blocks and transactions to the blockchain. Solving these puzzles requires a lot of computer power, resulting in astronomical energy loss.
You should consider this blockchain first due to its popularity, security, decentralization, and ease of use.
Solana
Solana is a fast programmable blockchain. Its proof-of-history and proof-of-stake (PoS) consensus mechanisms eliminate complex puzzles. Reduced validation times and fees result.
PoS users stake their cryptocurrency to become a block validator. Validators get SOL. This encourages and rewards users to become stakers. PoH works with PoS to cryptographically verify time between events. Solana blockchain ensures transactions are in order and found by the correct leader (validator).
Solana's PoS and PoH mechanisms keep transaction fees and times low. Solana isn't as popular as Ethereum, so there are fewer NFT marketplaces and blockchain traders.
Tezos
Tezos is a greener blockchain. Tezos rose in 2021. Hic et Nunc was hailed as an economic alternative to Ethereum-centric marketplaces until Nov. 14, 2021.
Similar to Solana, Tezos uses a PoS consensus mechanism and only a PoS mechanism to reduce computational work. This blockchain uses two million times less energy than Ethereum. It's cheaper than Ethereum (but does cost more than Solana).
Tezos is a good place to start minting NFTs in bulk. Objkt is the largest Tezos marketplace.
Flow
Flow is a high-performance blockchain for NFTs, games, and decentralized apps (dApps). Flow is built with scalability in mind, so billions of people could interact with NFTs on the blockchain.
Flow became the NBA's blockchain partner in 2019. Flow, a product of Dapper labs (the team behind CryptoKitties), launched and hosts NBA Top Shot, making the blockchain integral to the popularity of non-fungible tokens.
Flow uses PoS to verify transactions, like Tezos. Developers are working on a model to handle 10,000 transactions per second on the blockchain. Low transaction fees.
Flow NFTs are tradeable on Blocktobay, OpenSea, Rarible, Foundation, and other platforms. NBA, NFL, UFC, and others have launched NFT marketplaces on Flow. Flow isn't as popular as Ethereum, resulting in fewer NFT marketplaces and blockchain traders.
Asset Exchange (WAX)
WAX is king of virtual collectibles. WAX is popular for digitalized versions of legacy collectibles like trading cards, figurines, memorabilia, etc.
Wax uses a PoS mechanism, but also creates carbon offset NFTs and partners with Climate Care. Like Flow, WAX transaction fees are low, and network fees are redistributed to the WAX community as an incentive to collectors.
WAX marketplaces host Topps, NASCAR, Hot Wheels, and cult classic film franchises like Godzilla, The Princess Bride, and Spiderman.
Binance Smart Chain
BSC is another good option for balancing fees and performance. High-speed transactions and low fees hurt decentralization. BSC is most centralized.
Binance Smart Chain uses Proof of Staked Authority (PoSA) to support a short block time and low fees. The 21 validators needed to run the exchange switch every 24 hours. 11 of the 21 validators are directly connected to the Binance Crypto Exchange, according to reports.
While many in the crypto and NFT ecosystems dislike centralization, the BSC NFT market picked up speed in 2021. OpenBiSea, AirNFTs, JuggerWorld, and others are gaining popularity despite not having as robust an ecosystem as Ethereum.

Julie Plavnik
3 years ago
How to Become a Crypto Broker [Complying and Making Money]
Three options exist. The third one is the quickest and most fruitful.
You've mastered crypto trading and want to become a broker.
So you may wonder: Where to begin?
If so, keep reading.
Today I'll compare three different approaches to becoming a cryptocurrency trader.
What are cryptocurrency brokers, and how do they vary from stockbrokers?
A stockbroker implements clients' market orders (retail or institutional ones).
Brokerage firms are regulated, insured, and subject to regulatory monitoring.
Stockbrokers are required between buyers and sellers. They can't trade without a broker. To trade, a trader must open a broker account and deposit money. When a trader shops, he tells his broker what orders to place.
Crypto brokerage is trade intermediation with cryptocurrency.
In crypto trading, however, brokers are optional.
Crypto exchanges offer direct transactions. Open an exchange account (no broker needed) and make a deposit.
Question:
Since crypto allows DIY trading, why use a broker?
Let's compare cryptocurrency exchanges vs. brokers.
Broker versus cryptocurrency exchange
Most existing crypto exchanges are basically brokers.
Examine their primary services:
connecting purchasers and suppliers
having custody of clients' money (with the exception of decentralized cryptocurrency exchanges),
clearance of transactions.
Brokerage is comparable, don't you think?
There are exceptions. I mean a few large crypto exchanges that follow the stock exchange paradigm. They outsource brokerage, custody, and clearing operations. Classic exchange setups are rare in today's bitcoin industry.
Back to our favorite “standard” crypto exchanges. All-in-one exchanges and brokers. And usually, they operate under a broker or a broker-dealer license, save for the exchanges registered somewhere in a free-trade offshore paradise. Those don’t bother with any licensing.
What’s the sense of having two brokers at a time?
Better liquidity and trading convenience.
The crypto business is compartmentalized.
We have CEXs, DEXs, hybrid exchanges, and semi-exchanges (those that aggregate liquidity but do not execute orders on their sides). All have unique regulations and act as sovereign states.
There are about 18k coins and hundreds of blockchain protocols, most of which are heterogeneous (i.e., different in design and not interoperable).
A trader must register many accounts on different exchanges, deposit funds, and manage them all concurrently to access global crypto liquidity.
It’s extremely inconvenient.
Crypto liquidity fragmentation is the largest obstacle and bottleneck blocking crypto from mass adoption.
Crypto brokers help clients solve this challenge by providing one-gate access to deep and diverse crypto liquidity from numerous exchanges and suppliers. Professionals and institutions need it.
Another killer feature of a brokerage may be allowing clients to trade crypto with fiat funds exclusively, without fiat/crypto conversion. It is essential for professional and institutional traders.
Who may work as a cryptocurrency broker?
Apparently, not anyone. Brokerage requires high-powered specialists because it involves other people's money.
Here's the essentials:
excellent knowledge, skills, and years of trading experience
high-quality, quick, and secure infrastructure
highly developed team
outstanding trading capital
High-ROI network: long-standing, trustworthy connections with customers, exchanges, liquidity providers, payment gates, and similar entities
outstanding marketing and commercial development skills.
What about a license for a cryptocurrency broker? Is it necessary?
Complex question.
If you plan to play in white-glove jurisdictions, you may need a license. For example, in the US, as a “money transmitter” or as a CASSP (crypto asset secondary services provider) in Australia.
Even in these jurisdictions, there are no clear, holistic crypto brokerage and licensing policies.
Your lawyer will help you decide if your crypto brokerage needs a license.
Getting a license isn't quick. Two years of patience are needed.
How can you turn into a cryptocurrency broker?
Finally, we got there! 🎉
Three actionable ways exist:
To kickstart a regulated stand-alone crypto broker
To get a crypto broker franchise, and
To become a liquidity network broker.
Let's examine each.
1. Opening a regulated cryptocurrency broker
It's difficult. Especially If you're targeting first-world users.
You must comply with many regulatory, technical, financial, HR, and reporting obligations to keep your organization running. Some are mentioned above.
The licensing process depends on the products you want to offer (spots or derivatives) and the geographic areas you plan to service. There are no general rules for that.
In an overgeneralized way, here are the boxes you will have to check:
capital availability (usually a large amount of capital c is required)
You will have to move some of your team members to the nation providing the license in order to establish an office presence there.
the core team with the necessary professional training (especially applies to CEO, Head of Trading, Assistant to Head of Trading, etc.)
insurance
infrastructure that is trustworthy and secure
adopted proper AML/KYC/financial monitoring policies, etc.
Assuming you passed, what's next?
I bet it won’t be mind-blowing for you that the license is just a part of the deal. It won't attract clients or revenue.
To bring in high-dollar clientele, you must be a killer marketer and seller. It's not easy to convince people to give you money.
You'll need to be a great business developer to form successful, long-term agreements with exchanges (ideally for no fees), liquidity providers, banks, payment gates, etc. Persuade clients.
It's a tough job, isn't it?
I expect a Quora-type question here:
Can I start an unlicensed crypto broker?
Well, there is always a workaround with crypto!
You can register your broker in a free-trade zone like Seychelles to avoid US and other markets with strong watchdogs.
This is neither wise nor sustainable.
First, such experiments are illegal.
Second, you'll have trouble attracting clients and strategic partners.
A license equals trust. That’s it.
Even a pseudo-license from Mauritius matters.
Here are this method's benefits and downsides.
Cons first.
As you navigate this difficult and expensive legal process, you run the risk of missing out on business prospects. It's quite simple to become excellent compliance yet unable to work. Because your competitors are already courting potential customers while you are focusing all of your effort on paperwork.
Only God knows how long it will take you to pass the break-even point when everything with the license has been completed.
It is a money-burning business, especially in the beginning when the majority of your expenses will go toward marketing, sales, and maintaining license requirements. Make sure you have the fortitude and resources necessary to face such a difficult challenge.
Pros
It may eventually develop into a tool for making money. Because big guys who are professionals at trading require a white-glove regulated brokerage. You have every possibility if you work hard in the areas of sales, marketing, business development, and wealth. Simply put, everything must align.
Launching a regulated crypto broker is analogous to launching a crypto exchange. It's ROUGH. Sure you can take it?
2. Franchise for Crypto Broker (Crypto Sub-Brokerage)
A broker franchise is easier and faster than becoming a regulated crypto broker. Not a traditional brokerage.
A broker franchisee, often termed a sub-broker, joins with a broker (a franchisor) to bring them new clients. Sub-brokers market a broker's products and services to clients.
Sub-brokers are the middlemen between a broker and an investor.
Why is sub-brokering easier?
less demanding qualifications and legal complexity. All you need to do is keep a few certificates on hand (each time depends on the jurisdiction).
No significant investment is required
there is no demand that you be a trading member of an exchange, etc.
As a sub-broker, you can do identical duties without as many rights and certifications.
What about the crypto broker franchise?
Sub-brokers aren't common in crypto.
In most existing examples (PayBito, PCEX, etc.), franchises are offered by crypto exchanges, not brokers. Though we remember that crypto exchanges are, in fact, brokers, do we?
Similarly:
For a commission, a franchiser crypto broker receives new leads from a crypto sub-broker.
See above for why enrolling is easy.
Finding clients is difficult. Most crypto traders prefer to buy-sell on their own or through brokers over sub-broker franchises.
3. Broker of the Crypto Trading Network (or a Network Broker)
It's the greatest approach to execute crypto brokerage, based on effort/return.
Network broker isn't an established word. I wrote it for clarity.
Remember how we called crypto liquidity fragmentation the current crypto finance paradigm's main bottleneck?
Where there's a challenge, there's progress.
Several well-funded projects are aiming to fix crypto liquidity fragmentation. Instead of launching another crypto exchange with siloed trading, the greatest minds create trading networks that aggregate crypto liquidity from desynchronized sources and enable quick, safe, and affordable cross-blockchain transactions. Each project offers a distinct option for users.
Crypto liquidity implies:
One-account access to cryptocurrency liquidity pooled from network participants' exchanges and other liquidity sources
compiled price feeds
Cross-chain transactions that are quick and inexpensive, even for HFTs
link between participants of all kinds, and
interoperability among diverse blockchains
Fast, diversified, and cheap global crypto trading from one account.
How does a trading network help cryptocurrency brokers?
I’ll explain it, taking Yellow Network as an example.
Yellow provides decentralized Layer-3 peer-to-peer trading.
trade across chains globally with real-time settlement and
Between cryptocurrency exchanges, brokers, trading companies, and other sorts of network members, there is communication and the exchange of financial information.
Have you ever heard about ECN (electronic communication network)? If not, it's an automated system that automatically matches buy and sell orders. Yellow is a decentralized digital asset ECN.
Brokers can:
Start trading right now without having to meet stringent requirements; all you need to do is integrate with Yellow Protocol and successfully complete some KYC verification.
Access global aggregated crypto liquidity through a single point.
B2B (Broker to Broker) liquidity channels that provide peer liquidity from other brokers. Orders from the other broker will appear in the order book of a broker who is peering with another broker on the market. It will enable a broker to broaden his offer and raise the total amount of liquidity that is available to his clients.
Select a custodian or use non-custodial practices.
Comparing network crypto brokerage to other types:
A licensed stand-alone brokerage business is much more difficult and time-consuming to launch than network brokerage, and
Network brokerage, in contrast to crypto sub-brokerage, is scalable, independent, and offers limitless possibilities for revenue generation.
Yellow Network Whitepaper. has more details on how to start a brokerage business and what rewards you'll obtain.
Final thoughts
There are three ways to become a cryptocurrency broker, including the non-conventional liquidity network brokerage. The last option appears time/cost-effective.
Crypto brokerage isn't crowded yet. Act quickly to find your right place in this market.
Choose the way that works for you best and see you in crypto trading.
Discover Web3 & DeFi with Yellow Network!
Yellow, powered by Openware, is developing a cross-chain P2P liquidity aggregator to unite the crypto sector and provide global remittance services that aid people.
Join the Yellow Community and plunge into this decade's biggest product-oriented crypto project.
Observe Yellow Twitter
Enroll in Yellow Telegram
Visit Yellow Discord.
On Hacker Noon, look us up.
Yellow Network will expose development, technology, developer tools, crypto brokerage nodes software, and community liquidity mining.
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Ossiana Tepfenhart
3 years ago
Has anyone noticed what an absolute shitshow LinkedIn is?
After viewing its insanity, I had to leave this platform.
I joined LinkedIn recently. That's how I aim to increase my readership and gain recognition. LinkedIn's premise appealed to me: a Facebook-like platform for professional networking.
I don't use Facebook since it's full of propaganda. It seems like a professional, apolitical space, right?
I expected people to:
be more formal and respectful than on Facebook.
Talk about the inclusiveness of the workplace. Studies consistently demonstrate that inclusive, progressive workplaces outperform those that adhere to established practices.
Talk about business in their industry. Yep. I wanted to read articles with advice on how to write better and reach a wider audience.
Oh, sh*t. I hadn't anticipated that.
After posting and reading about inclusivity and pro-choice, I was startled by how many professionals acted unprofessionally. I've seen:
Men have approached me in the DMs in a really aggressive manner. Yikes. huge yikes Not at all professional.
I've heard pro-choice women referred to as infant killers by many people. If I were the CEO of a company and I witnessed one of my employees acting that poorly, I would immediately fire them.
Many posts are anti-LGBTQIA+, as I've noticed. a lot, like, a lot. Some are subtly stating that the world doesn't need to know, while others are openly making fun of transgender persons like myself.
Several medical professionals were posting explicitly racist comments. Even if you are as white as a sheet like me, you should be alarmed by this. Who's to guarantee a patient who is black won't unintentionally die?
I won't even get into how many men in STEM I observed pushing for the exclusion of women from their fields. I shouldn't be surprised considering the majority of those men I've encountered have a passionate dislike for women, but goddamn, dude.
Many people appear entirely too at ease displaying their bigotry on their professional profiles.
As a white female, I'm always shocked by people's open hostility. Professional environments are very important.
I don't know if this is still true (people seem too politicized to care), but if I heard many of these statements in person, I'd suppose they feel ashamed. Really.
Are you not ashamed of being so mean? Are you so weak that competing with others terrifies you? Isn't this embarrassing?
LinkedIn isn't great at censoring offensive comments. These people aren't getting warnings. So they were safe while others were unsafe.
The CEO in me would want to know if I had placed a bigot on my staff.
I always wondered if people's employers knew about their online behavior. If they know how horrible they appear, they don't care.
As a manager, I was picky about hiring. Obviously. In most industries, it costs $1,000 or more to hire a full-time employee, so be sure it pays off.
Companies that embrace diversity and tolerance (and are intolerant of intolerance) are more profitable, likely to recruit top personnel, and successful.
People avoid businesses that alienate them. That's why I don't eat at Chic-Fil-A and why folks avoid MyPillow. Being inclusive is good business.
CEOs are harmed by online bigots. Image is an issue. If you're a business owner, you can fire staff who don't help you.
On the one hand, I'm delighted it makes it simpler to identify those with whom not to do business.
Don’t get me wrong. I'm glad I know who to avoid when hiring, getting references, or searching for a job. When people are bad, it saves me time.
What's up with professionalism?
Really. I need to know. I've crossed the boundary between acceptable and unacceptable behavior, but never on a professional platform. I got in trouble for not wearing bras even though it's not part of my gender expression.
If I behaved like that at my last two office jobs, my supervisors would have fired me immediately. Some of the behavior I've seen is so outrageous, I can't believe these people have employment. Some are even leaders.
Like…how? Is hatred now normalized?
Please pay attention whether you're seeking for a job or even simply a side gig.
Do not add to the tragedy that LinkedIn comments can be, or at least don't make uninformed comments. Even if you weren't banned, the site may still bite you.
Recruiters can and do look at your activity. Your writing goes on your résumé. The wrong comment might lose you a job.
Recruiters and CEOs might reject candidates whose principles contradict with their corporate culture. Bigotry will get you banned from many companies, especially if others report you.
If you want a high-paying job, avoid being a LinkedIn asshole. People care even if you think no one does. Before speaking, ponder. Is this how you want to be perceived?
Better advice:
If your politics might turn off an employer, stop posting about them online and ask yourself why you hold such objectionable ideas.

Leah
3 years ago
The Burnout Recovery Secrets Nobody Is Talking About
What works and what’s just more toxic positivity
Just keep at it; you’ll get it.
I closed the Zoom call and immediately dropped my head. Open tabs included material on inspiration, burnout, and recovery.
I searched everywhere for ways to avoid burnout.
It wasn't that I needed to keep going, change my routine, employ 8D audio playlists, or come up with fresh ideas. I had several ideas and a schedule. I knew what to do.
I wasn't interested. I kept reading, changing my self-care and mental health routines, and writing even though it was tiring.
Since burnout became a psychiatric illness in 2019, thousands have shared their experiences. It's spreading rapidly among writers.
What is the actual key to recovering from burnout?
Every A-list burnout story emphasizes prevention. Other lists provide repackaged self-care tips. More discuss mental health.
It's like the mid-2000s, when pink quotes about bubble baths saturated social media.
The self-care mania cost us all. Self-care is crucial, but utilizing it to address everything didn't work then or now.
How can you recover from burnout?
Time
Are extended breaks actually good for you? Most people need a break every 62 days or so to avoid burnout.
Real-life burnout victims all took breaks. Perhaps not a long hiatus, but breaks nonetheless.
Burnout is slow and gradual. It takes little bits of your motivation and passion at a time. Sometimes it’s so slow that you barely notice or blame it on other things like stress and poor sleep.
Burnout doesn't come overnight; neither will recovery.
I don’t care what anyone else says the cure for burnout is. It has to be time because time is what gave us all burnout in the first place.
Sam Hickmann
3 years ago
The Jordan 6 Rings Reintroduce Classic Bulls
The Jordan 6 Rings return in Bulls colors, a deviation from previous releases. The signature red color is used on the midsole and heel, as well as the chenille patch and pull tab. The rest of the latter fixture is black, matching the outsole and adjacent Jumpman logos. Finally, white completes the look, from the leather mudguard to the lace unit. Here's a closer look at the Jordan 6 Rings. Sizes should be available soon on Nike.com and select retailers. Also, official photos of the Air Jordan 1 Denim have surfaced.
Jordan 6 Rings
Release Date: 2022
Color: N/A
Mens: $130
Style Code: 322992-126