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I wanted to get clarificaton from the SEC and contacted them here: https://www.sec.gov/forms/corp_fin_interpretive https://www.sec.gov/forms/corp_fin_interpreti

I wanted to get clarificaton from the SEC and contacted them here: https://www.sec.gov/forms/corp_fin_interpretive https://www.sec.gov/forms/corp_fin_interpretive Mark Vilardo ended up calling me, the same guy I read about here: https://hackernoon.com/the-sec-called-about-our-ico-i-answered-8cbbd31568ec https://hackernoon.com/the-sec-called-about-our-ico-i-answer... He was super friendly but basically left no window open for a legal ICO in the US outside of somehow ensuring that your token will never go up or down in price. EDIT: No option for a legal ICO... UNLESS you register with the SEC as a security, which is very expensive and subjects you to strict regulations.

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polynomial 9y ago
> basically left no window open for a legal ICO in the US This is at odds with Andrew Chapin's description of his call with Vilardo, where he understood him to be saying: > "the SEC recognizes that not all ICO events or token issuances are securities."[1] It seems like the SEC can't reasonably hold both positions, unless one means literally the only legal ICOs guarantee no change in token value. Having said that, it does seem like the more restricted interpretation is more in line with the Howey test. [1] https://hackernoon.com/the-sec-called-about-our-ico-i-answered-8cbbd31568ec https://hackernoon.com/the-sec-called-about-our-ico-i-answer...
- everdev 9y ago
  Agreed that publicly there are mixed messages, but based on my phone conversation, the tone was basically, "If we want to get you, we will." because the Howey test is pretty restrictive against ICOs. Additionally, they cautioned that even if the SEC passes on regulating, states have their own securities laws which can be enforced and sometimes have different rules than the Howey test. It's a legal minefield and unfortunately those brave enough to cross it and slip through will get a lot of money and those that try and get caught will get stiff penalties. It really would help to get more clarity in the SEC's public comments.

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polynomial 9y ago

> basically left no window open for a legal ICO in the US This is at odds with Andrew Chapin's description of his call with Vilardo, where he understood him to be saying: > "the SEC recognizes that not all ICO events or token issuances are securities."[1] It seems like the SEC can't reasonably hold both positions, unless one means literally the only legal ICOs guarantee no change in token value. Having said that, it does seem like the more restricted interpretation is more in line with the Howey test. [1] https://hackernoon.com/the-sec-called-about-our-ico-i-answered-8cbbd31568ec https://hackernoon.com/the-sec-called-about-our-ico-i-answer...

everdev 9y ago
Agreed that publicly there are mixed messages, but based on my phone conversation, the tone was basically, "If we want to get you, we will." because the Howey test is pretty restrictive against ICOs. Additionally, they cautioned that even if the SEC passes on regulating, states have their own securities laws which can be enforced and sometimes have different rules than the Howey test. It's a legal minefield and unfortunately those brave enough to cross it and slip through will get a lot of money and those that try and get caught will get stiff penalties. It really would help to get more clarity in the SEC's public comments.