Crypto Assets Global Corporate Finance Transactions

The rise of crypto-assets and crypto-assets corporate finance transactions – like Initial Coin Offerings, Security Token Offerings, Initial Exchange Offerings, and respective variants – are disrupting the way companies raise funds. At the same time the sudden rise of crypto finance transactions has created unprecedented challenges for regulators, financial market authorities, corporate finance lawyers and professionals. Crypto-assets corporate finance transactions are essentially borderless, global and interconnected. Their borderless nature was the core inspiration of this work. This book, indeed, is an attempt to address to a comparative and functional analysis of crypto-assets corporate finance transactions. I believe it’s neutral, international, functional and short. It’s neutral because while it’s true that the variety of crypto-assets necessitates a case-by-case analysis, it’s unquestionable that some types and hybrid forms of crypto-assets fall within existing securities laws and regulations. Securities offerings, however, are highly regulated in most developed jurisdictions, while, by contrast, the rapid rise of these crypto-assets corporate finance transactions is very likely nothing else than a mere market response to overregulation. It has to be noted that: (i) regulations should be technologically neutral, and in order to become so, address the actors and not the products themselves; (ii) far too often (non-accredited, non-qualified, non-sophisticated) investors are denied the opportunity to invest in new and promising technologies and in new companies — all which undermine productive capital formation and economic growth; (iii) crypto finance transactions are part of a self-contained system and this unique context requires to carefully weigh competing goals – protecting investors (that can lead to a larger and healthier crypto finance environment) while promoting capital raising and economic liberty. This is why these crypto-assets should be treated as a new type of asset whose use – currently falling within existing regulations – should be governed by new and ad hoc regulations, above all in the securities field, in order not to disregard their unique operational and technological features. Existing securities rules and best practices are frequently nonsensical or even counterproductive in the context of many crypto finance transactions. Regulation is certainly necessary to allow crypto-assets and crypto- assets corporate finance transactions to achieve their potential, but the regulatory system should have an appropriate balance and a high degree of clarity. I believe, however, optimal regulatory structures will emerge and converge over time. The final part of the book, then, sketches some proposals for regulators – based on a weighted approach – that, if adopted, would enhance legal certainty and seek to balance support for innovation and investor protection. It’s international because it contains summary information on the securities law regimes in Australia, Brazil, Canada, China, EU / EAA (Austria, France, Germany, Ireland, Italy, Luxemburg, Netherlands, Norway, United Kingdom), Hong Kong, India, Israel, Japan, Nigeria, Russia, Saudi Arabia, Singapore, South Africa, South Korea, Switzerland, United Arab Emirates, United States, including the principal prospectus exemptions and private placements rules in each jurisdiction. Securities offerings are highly regulated and significant civil and criminal penalties can be incurred as a result of offerings which are not authorized by the relevant authorities or compliant with the applicable securities regime. There are good reasons why similar measures have arisen in the wider corporate world over time – to ensure a sustainable ecosystem with resources directed at better quality projects, to ensure that bad actors are (to the extent possible) eliminated, and to ensure that legal and professional risks are mitigated by a better balance between the interests of all stakeholders. This is why crypto-assets corporate finance transactions falling within existing securities laws and regulations can’t be conducted assuming the law doesn’t exist – in the meantime specific regulations arise. Also, while the lack of widely accepted global standards has led to a great deal of regulatory arbitrage, as crypto-assets issuers shop for jurisdictions with the lightest touch (or no touch), I believe they should not attempt to flee from regulation. By contrast, they should talk with financial market authorities. It’s functional because with regard to crypto-assets with real intrinsic usage (non- speculative crypto-assets) this book discusses how a proactive self-regulation, ethical human behaviors, rigorous due diligence, improved governance, disclosure, investors protection and accountability measures could be applied to lead to better quality Initial Coin Offerings, a more sustainable fundraising environment for all the parties involved and mitigate risks due to regulatory uncertainty. At the same I propose (and encourage the adoption of) a Corporate Crypto Conduct Code for businesses in this space. It’s short because my project in writing this book is to give a quick framework for understanding the most important securities law regimes. This book is not intended to be an exhaustive guide to the regulation of crypto-assets corporate finance transaction globally or in any of the included jurisdictions. Instead, for each jurisdiction, I have endeavored to provide a sufficient overview for the reader to understand the current legal and regulatory environment. I hope that it remains short enough to attract the readers I would like to reach: (i) my colleagues in international business and corporate law and related legal fields (who can start from these frameworks to make a more detailed analysis of the securities laws in the core jurisdictions summarized in this book); (ii) regulators and lawmakers (with the hope they will find this book a helpful guide to develop new strategies, policies and regulations); (iii) crypto-assets issuers (with the hope they understand the importance of being compliant with the law – even if and when, on the spot, it seems economically irrational – and the reasons why the current measures have arisen in the wider corporate world over time).

Cryptocurrencies have had a profound effect on financial markets worldwide. This edited book aims to explore the economic implications of the use of cryptocurrencies. Drawing from chapter contributors from around the world, the book will be a valuable resource on the economics of cryptocurrencies. The intended audience is composed of academics, corporate leaders, entrepreneurs, government leaders, consultants and policy makers worldwide. Over the past few years, the topic of cryptocurrencies has gained global attention and has been the subject of discussion in various news media, in policy-making bodies and government entities, and in financial institutions, classrooms and boardrooms. Despite widespread interest, much remains unknown on what the economic implications of cryptocurrencies are. This book enhances the reader’s understanding of cryptocurrencies, its impact on industry and its implications on the political and economic environment. Drawing from chapter contributions from leading academics and thought leaders from around the world, this book is the definitive guide on the economics of cryptocurrencies. There is scarcity of well conceived, academically grounded literature on the impact of cryptocurrencies on industry, politics and economics. This pioneering book provides up-to-date and in-depth analysis on the subject. The book will be appealing to academic communities, business professionals and entrepreneurs in their quest for better understanding the challenges and opportunities brought about by cryptocurrencies. Consultants, government officials and policy makers will find the information helpful in defining strategic pathways into the future.

Originally intended to be an innovative electronic payment system, the new technology Bitcoin could have a disruptive impact on other industries as well. Blockchain enthusiasts, private companies, government and academic institutions are currently trying to stake out and unlock the full spectrum of the technology's potential. Capital market transactions are among these use cases as many players are involved in these transactions, resulting in high costs and long transaction times. By integrating blockchain technology into the settlement of security transactions, the cost and complexity of the processes might be reduced. As Christian Schäfer explains, the crucial instrument for the realization of these potentials are smart contracts, enabled by the Ethereum Blockchain. In his books, Schäfer examines the technical feasibility of a smart contract that enables the issuing and trading of corporate bonds without intermediaries. The key features for the smart contract have been derived from the payment mechanisms of a bond and the standard for token contracts established within the Ethereum developer community. The requirements for the smart contract could be implemented successfully, as confirmed by the documentation of two simulations. In this book: - Internet of Things; - solidity; - token; - ERC20 standard; - corporate bonds

Crypto-Finance, Law and Regulation investigates whether crypto-finance will cause a paradigm shift in regulation from a centralised model to a model based on distributed consensus. This book explores the emergence of a decentralised and disintermediated crypto-market and investigates the way in which it can transform the financial markets. It examines three components of the financial market – technology, finance, and the law – and shows how their interrelationship dictates the structure of a crypto-market. It focuses on regulators’ enforcement policies and their jurisdiction over crypto-finance operators and participants. The book also discusses the latest developments in crypto-finance, and the advantages and disadvantages of crypto-currency as an alternative payment product. It also investigates how such a decentralised crypto-finance system can provide access to finance, promote a shared economy, and allow access to justice. By exploring the law, regulation and governance of crypto-finance from a national, regional and global viewpoint, the book provides a fascinating and comprehensive overview of this important topic and will appeal to students, scholars and practitioners interested in regulation, finance and the law.

Bitcoin’s introduction as the first cryptoasset in 2009 ushered in a new era, generating much interest, excitement, and growth. A cryptoasset is a digital asset using blockchain technology to regulate the generation of new units and verify and secure transactions.

The innovative investor’s guide to an entirely new asset class—from two experts on the cutting edge With the rise of bitcoin and blockchain technology, investors can capitalize on the greatest investment opportunity since the Internet. Bitcoin was the first cryptoasset, but today there are over 800 and counting, including ether, ripple, litecoin, monero, and more. This clear, concise, and accessible guide from two industry insiders shows you how to navigate this brave new blockchain world—and how to invest in these emerging assets to secure your financial future. Cryptoassets gives you all the tools you need: * An actionable framework for investigating and valuing cryptoassets * Portfolio management techniques to maximize returns while managing risk * Historical context and tips to navigate inevitable bubbles and manias * Practical guides to exchanges, wallets, capital market vehicles, and ICOs * Predictions on how blockchain technology may disrupt current portfolios In addition to offering smart investment strategies, this authoritative resource will help you understand how these assets were created, how they work, and how they are evolving amid the blockchain revolution. The authors define a clear and original cryptoasset taxonomy, composed of cryptocurrencies, cryptocommodities, and cryptotokens, with insights into how each subset is blending technology and markets. You’ll find a variety of methods to invest in these assets, whether through global exchanges trading 24/7 or initial cryptoasset offerings (ICOs). By sequentially building on the concepts of each prior chapter, the book will provide you with a full understanding of the cryptoasset economy and the opportunities that await the innovative investor. Cryptoassets represent the future of money and markets. This book is your guide to that future.

Cryptoassets represent one of the most high profile financial products in the world, and fastest growing financial products in history. From Bitcoin, Etherium and Ripple's XRP-so called "utility tokens" used to access financial services-to initial coin offerings that in 2017 rivalled venture capital in money raised for startups, with an estimated $5.6 billion (USD) raised worldwide across 435 ICOs. All the while, technologists have hailed the underlying blockchain technology for these assets as potentially game changing applications for financial payments and record-keeping. At the same time, cryptoassets have produced considerable controversy. Many have turned out to be lacklustre investments for investors. Others, especially ICOs, have also attracted noticeable fraud, failing firms, and alarming lapses in information-sharing with investors. Consequently, many commentators around the world have pressed that ICO tokens be considered securities, and that concomitant registration and disclosure requirements attach to their sales to the public. This volume assembles an impressive group of scholars, businesspersons and regulators to collectively write on cryptoassets. This volume represents perspectives from across the regulatory ecosystem, and includes technologists, venture capitalists, scholars, and practitioners in securities law and central banking.

This book focuses on Fintech regulation in Asian, situating local developments in broader economic, regulatory and technological contexts. Over the last decade, Fintech – broadly defined as the use of new information technologies to help financial institutions and intermediaries compete in the marketplace – has disrupted the financial services sector. Like other 21st century technological developments, Fintech is a global phenomenon that plays out in local economic, political and regulatory contexts, and this dynamic interplay between global trends and local circumstances has created a complex and fast-changing landscape. Diverse stakeholders (most obviously incumbent financial service providers, tech start-ups and regulators) all pursue a competitive edge against a background of profound uncertainty about the future direction and possible effects of multiple emerging technologies. Compounding these difficulties are uncertainties surrounding regulatory responses. Policymakers often struggle to identify appropriate regulatory responses and increasingly turn to policy experimentation. Such issues add to the challenges for the various actors operating in the Fintech space. This situation is particularly fluid in Asia, since many jurisdictions are seeking to establish themselves as a regional hub for new financial services.