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.
Olga Kharif
3 years ago
A month after freezing customer withdrawals, Celsius files for bankruptcy.
Alex Mashinsky, CEO of Celsius, speaks at Web Summit 2021 in Lisbon.
Celsius Network filed for Chapter 11 bankruptcy a month after freezing customer withdrawals, joining other crypto casualties.
Celsius took the step to stabilize its business and restructure for all stakeholders. The filing was done in the Southern District of New York.
The company, which amassed more than $20 billion by offering 18% interest on cryptocurrency deposits, paused withdrawals and other functions in mid-June, citing "extreme market conditions."
As the Fed raises interest rates aggressively, it hurts risk sentiment and squeezes funding costs. Voyager Digital Ltd. filed for Chapter 11 bankruptcy this month, and Three Arrows Capital has called in liquidators.
Celsius called the pause "difficult but necessary." Without the halt, "the acceleration of withdrawals would have allowed certain customers to be paid in full while leaving others to wait for Celsius to harvest value from illiquid or longer-term asset deployment activities," it said.
Celsius declined to comment. CEO Alex Mashinsky said the move will strengthen the company's future.
The company wants to keep operating. It's not requesting permission to allow customer withdrawals right now; Chapter 11 will handle customer claims. The filing estimates assets and liabilities between $1 billion and $10 billion.
Celsius is advised by Kirkland & Ellis, Centerview Partners, and Alvarez & Marsal.
Yield-promises
Celsius promised 18% returns on crypto loans. It lent those coins to institutional investors and participated in decentralized-finance apps.
When TerraUSD (UST) and Luna collapsed in May, Celsius pulled its funds from Terra's Anchor Protocol, which offered 20% returns on UST deposits. Recently, another large holding, staked ETH, or stETH, which is tied to Ether, became illiquid and discounted to Ether.
The lender is one of many crypto companies hurt by risky bets in the bear market. Also, Babel halted withdrawals. Voyager Digital filed for bankruptcy, and crypto hedge fund Three Arrows Capital filed for Chapter 15 bankruptcy.
According to blockchain data and tracker Zapper, Celsius repaid all of its debt in Aave, Compound, and MakerDAO last month.
Celsius charged Symbolic Capital Partners Ltd. 2,000 Ether as collateral for a cash loan on June 13. According to company filings, Symbolic was charged 2,545.25 Ether on June 11.
In July 6 filings, it said it reshuffled its board, appointing two new members and firing others.
Isaac Benson
3 years ago
What's the difference between Proof-of-Time and Proof-of-History?
Blockchain validates transactions with consensus algorithms. Bitcoin and Ethereum use Proof-of-Work, while Polkadot and Cardano use Proof-of-Stake.
Other consensus protocols are used to verify transactions besides these two. This post focuses on Proof-of-Time (PoT), used by Analog, and Proof-of-History (PoH), used by Solana as a hybrid consensus protocol.
PoT and PoH may seem similar to users, but they are actually very different protocols.
Proof-of-Time (PoT)
Analog developed Proof-of-Time (PoT) based on Delegated Proof-of-Stake (DPoS). Users select "delegates" to validate the next block in DPoS. PoT uses a ranking system, and validators stake an equal amount of tokens. Validators also "self-select" themselves via a verifiable random function."
The ranking system gives network validators a performance score, with trustworthy validators with a long history getting higher scores. System also considers validator's fixed stake. PoT's ledger is called "Timechain."
Voting on delegates borrows from DPoS, but there are changes. PoT's first voting stage has validators (or "time electors" putting forward a block to be included in the ledger).
Validators are chosen randomly based on their ranking score and fixed stake. One validator is chosen at a time using a Verifiable Delay Function (VDF).
Validators use a verifiable delay function to determine if they'll propose a Timechain block. If chosen, they validate the transaction and generate a VDF proof before submitting both to other Timechain nodes.
This leads to the second process, where the transaction is passed through 1,000 validators selected using the same method. Each validator checks the transaction to ensure it's valid.
If the transaction passes, validators accept the block, and if over 2/3 accept it, it's added to the Timechain.
Proof-of-History (PoH)
Proof-of-History is a consensus algorithm that proves when a transaction occurred. PoH uses a VDF to verify transactions, like Proof-of-Time. Similar to Proof-of-Work, VDFs use a lot of computing power to calculate but little to verify transactions, similar to (PoW).
This shows users and validators how long a transaction took to verify.
PoH uses VDFs to verify event intervals. This process uses cryptography to prevent determining output from input.
The outputs of one transaction are used as inputs for the next. Timestamps record the inputs' order. This checks if data was created before an event.
PoT vs. PoH
PoT and PoH differ in that:
PoT uses VDFs to select validators (or time electors), while PoH measures time between events.
PoH uses a VDF to validate transactions, while PoT uses a ranking system.
PoT's VDF-elected validators verify transactions proposed by a previous validator. PoH uses a VDF to validate transactions and data.
Conclusion
Both Proof-of-Time (PoT) and Proof-of-History (PoH) validate blockchain transactions differently. PoT uses a ranking system to randomly select validators to verify transactions.
PoH uses a Verifiable Delay Function to validate transactions, verify how much time has passed between two events, and allow validators to quickly verify a transaction without malicious actors knowing the input.
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Katherine Kornei
3 years ago
The InSight lander from NASA has recorded the greatest tremor ever felt on Mars.
The magnitude 5 earthquake was responsible for the discharge of energy that was 10 times greater than the previous record holder.
Any Martians who happen to be reading this should quickly learn how to duck and cover.
NASA's Jet Propulsion Laboratory in Pasadena, California, reported that on May 4, the planet Mars was shaken by an earthquake of around magnitude 5, making it the greatest Marsquake ever detected to this point. The shaking persisted for more than six hours and unleashed more than ten times as much energy as the earthquake that had previously held the record for strongest.
The event was captured on record by the InSight lander, which is operated by the United States Space Agency and has been researching the innards of Mars ever since it touched down on the planet in 2018 (SN: 11/26/18). The epicenter of the earthquake was probably located in the vicinity of Cerberus Fossae, which is located more than 1,000 kilometers away from the lander.
The surface of Cerberus Fossae is notorious for being broken up and experiencing periodic rockfalls. According to geophysicist Philippe Lognonné, who is the lead investigator of the Seismic Experiment for Interior Structure, the seismometer that is onboard the InSight lander, it is reasonable to assume that the ground is moving in that area. "This is an old crater from a volcanic eruption."
Marsquakes, which are similar to earthquakes in that they give information about the interior structure of our planet, can be utilized to investigate what lies beneath the surface of Mars (SN: 7/22/21). And according to Lognonné, who works at the Institut de Physique du Globe in Paris, there is a great deal that can be gleaned from analyzing this massive earthquake. Because the quality of the signal is so high, we will be able to focus on the specifics.
Jano le Roux
3 years ago
Apple Quietly Introduces A Revolutionary Savings Account That Kills Banks
Would you abandon your bank for Apple?
Banks are struggling.
not as a result of inflation
not due to the economic downturn.
not due to the conflict in Ukraine.
But because they’re underestimating Apple.
Slowly but surely, Apple is looking more like a bank.
An easy new savings account like Apple
Apple has a new savings account.
Apple says Apple Card users may set up and manage savings straight in Wallet.
No more charges
Colorfully high yields
With no minimum balance
No minimal down payments
Most consumer-facing banks will have to match Apple's offer or suffer disruption.
Users may set it up from their iPhones without traveling to a bank or filling out paperwork.
It’s built into the iPhone in your pocket.
So now more waiting for slow approval processes.
Once the savings account is set up, Apple will automatically transfer all future Daily Cash into it. Users may also add these cash to an Apple Cash card in their Apple Wallet app and adjust where Daily Cash is paid at any time.
Apple Pay and Apple Wallet VP Jennifer Bailey:
Savings enables Apple Card users to grow their Daily Cash rewards over time, while also saving for the future.
Bailey says Savings adds value to Apple Card's Daily Cash benefit and offers another easy-to-use tool to help people lead healthier financial lives.
Transfer money from a linked bank account or Apple Cash to a Savings account. Users can withdraw monies to a connected bank account or Apple Cash card without costs.
Once set up, Apple Card customers can track their earnings via Wallet's Savings dashboard. This dashboard shows their account balance and interest.
This product targets younger people as the easiest way to start a savings account on the iPhone.
Why would a Gen Z account holder travel to the bank if their iPhone could be their bank?
Using this concept, Apple will transform the way we think about banking by 2030.
Two other nightmares keep bankers awake at night
Apple revealed two new features in early 2022 that banks and payment gateways hated.
Tap to Pay with Apple
Late Apple Pay
They startled the industry.
Tap To Pay converts iPhones into mobile POS card readers. Apple Pay Later is pushing the BNPL business in a consumer-friendly direction, hopefully ending dodgy lending practices.
Tap to Pay with Apple
iPhone POS
Millions of US merchants, from tiny shops to huge establishments, will be able to accept Apple Pay, contactless credit and debit cards, and other digital wallets with a tap.
No hardware or payment terminal is needed.
Revolutionary!
Stripe has previously launched this feature.
Tap to Pay on iPhone will provide companies with a secure, private, and quick option to take contactless payments and unleash new checkout experiences, said Bailey.
Apple's solution is ingenious. Brilliant!
Bailey says that payment platforms, app developers, and payment networks are making it easier than ever for businesses of all sizes to accept contactless payments and thrive.
I admire that Apple is offering this up to third-party services instead of closing off other functionalities.
Slow POS terminals, farewell.
Late Apple Pay
Pay Apple later.
Apple Pay Later enables US consumers split Apple Pay purchases into four equal payments over six weeks with no interest or fees.
The Apple ecosystem integration makes this BNPL scheme unique. Nonstick. No dumb forms.
Frictionless.
Just double-tap the button.
Apple Pay Later was designed with users' financial well-being in mind. Apple makes it easy to use, track, and pay back Apple Pay Later from Wallet.
Apple Pay Later can be signed up in Wallet or when using Apple Pay. Apple Pay Later can be used online or in an app that takes Apple Pay and leverages the Mastercard network.
Apple Pay Order Tracking helps consumers access detailed receipts and order tracking in Wallet for Apple Pay purchases at participating stores.
Bad BNPL suppliers, goodbye.
Most bankers will be caught in Apple's eye playing mini golf in high-rise offices.
The big problem:
Banks still think about features and big numbers just like other smartphone makers did not too long ago.
Apple thinks about effortlessness, seamlessness, and frictionlessness that just work through integrated hardware and software.
Let me know what you think Apple’s next power moves in the banking industry could be.
Isaiah McCall
2 years ago
There is a new global currency emerging, but it is not bitcoin.
America should avoid BRICS
Vladimir Putin has watched videos of Muammar Gaddafi's CIA-backed demise.
Gaddafi...
Thief.
Did you know Gaddafi wanted a gold-backed dinar for Africa? Because he considered our global financial system was a Ponzi scheme, he wanted to discontinue trading oil in US dollars.
Or, Gaddafi's Libya enjoyed Africa's highest quality of living before becoming freed. Pictured:
Vladimir Putin is a nasty guy, but he had his reasons for not mentioning NATO assisting Ukraine in resisting US imperialism. Nobody tells you. Sure.
The US dollar's corruption post-2008, debasement by quantitative easing, and lack of value are key factors. BRICS will replace the dollar.
BRICS aren't bricks.
Economy-related.
Brazil, Russia, India, China, and South Africa have cooperated for 14 years to fight U.S. hegemony with a new international currency: BRICS.
BRICS is mostly comical. Now. Saudi Arabia, the second-largest oil hegemon, wants to join.
So what?
The New World Currency is BRICS
Russia was kicked out of G8 for its aggressiveness in Crimea in 2014.
It's now G7.
No biggie, said Putin, he said, and I quote, “Bon appetite.”
He was prepared. China, India, and Brazil lead the New World Order.
Together, they constitute 40% of the world's population and, according to the IMF, 50% of the world's GDP by 2030.
Here’s what the BRICS president Marcos Prado Troyjo had to say earlier this year about no longer needing the US dollar: “We have implemented the mechanism of mutual settlements in rubles and rupees, and there is no need for our countries to use the dollar in mutual settlements. And today a similar mechanism of mutual settlements in rubles and yuan is being developed by China.”
Ick. That's D.C. and NYC warmongers licking their chops for WW3 nasty.
Here's a lovely picture of BRICS to relax you:
If Saudi Arabia joins BRICS, as President Mohammed Bin Salman has expressed interest, a majority of the Middle East will have joined forces to construct a new world order not based on the US currency.
I'm not sure of the new acronym.
SBRICSS? CIRBSS? CRIBSS?
The Reason America Is Harvesting What It Sowed
BRICS began 14 years ago.
14 years ago, what occurred? Concentrate. It involved CDOs, bad subprime mortgages, and Wall Street quants crunching numbers.
2008 recession
When two nations trade, they do so in US dollars, not Euros or gold.
What happened when 2008, an avoidable crisis caused by US banks' cupidity and ignorance, what happened?
Everyone WORLDWIDE felt the pain.
Mostly due to corporate America's avarice.
This should have been a warning that China and Russia had enough of our bs. Like when France sent a battleship to America after Nixon scrapped the gold standard. The US was warned to shape up or be dethroned (or at least try).
Nixon improved in 1971. Kinda. Invented PetroDollar.
Another BS system that unfairly favors America and possibly pushed Russia, China, and Saudi Arabia into BRICS.
The PetroDollar forces oil-exporting nations to trade in US dollars and invest in US Treasury bonds. Brilliant. Genius evil.
Our misdeeds are:
In conflicts that are not its concern, the USA uses the global reserve currency as a weapon.
Targeted nations abandon the dollar, and rightfully so, as do nations that depend on them for trade in vital resources.
The dollar's position as the world's reserve currency is in jeopardy, which could have disastrous economic effects.
Although we have actually sown our own doom, we appear astonished. According to the Bible, whomever sows to appease his sinful nature will reap destruction from that nature whereas whoever sows to appease the Spirit will reap eternal life from the Spirit.
Americans, even our leaders, lack caution and delayed pleasure. When our unsustainable systems fail, we double down. Bailouts of the banks in 2008 were myopic, puerile, and another nail in America's hegemony.
America has screwed everyone.
We're unpopular.
The BRICS's future
It's happened before.
Saddam Hussein sold oil in Euros in 2000, and the US invaded Iraq a month later. The media has devalued the word conspiracy. The Iraq conspiracy.
There were no WMDs, but NYT journalists like Judy Miller drove Americans into a warmongering frenzy because Saddam would ruin the PetroDollar. Does anyone recall that this war spawned ISIS?
I think America has done good for the world. You can make a convincing case that we're many people's villain.
Learn more in Confessions of an Economic Hitman, The Devil's Chessboard, or Tyranny of the Federal Reserve. Or ignore it. That's easier.
We, America, should extend an olive branch, ask for forgiveness, and learn from our faults, as the Tao Te Ching advises. Unlikely. Our population is apathetic and stupid, and our government is corrupt.
Argentina, Iran, Egypt, and Turkey have also indicated interest in joining BRICS. They're also considering making it gold-backed, making it a new world reserve currency.
You should pay attention.
Thanks for reading!