:max_bytes(150000):strip_icc():gifv():format(webp)/reiff_headshot-5bfc2a60c9e77c00519a70bd.jpg)
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
Sam Hickmann
3 years ago
A quick guide to formatting your text on INTΞGRITY
[06/20/2022 update] We have now implemented a powerful text editor, but you can still use markdown.
Markdown:
Headers
SYNTAX:
# This is a heading 1
## This is a heading 2
### This is a heading 3
#### This is a heading 4
RESULT:
This is a heading 1
This is a heading 2
This is a heading 3
This is a heading 4
Emphasis
SYNTAX:
**This text will be bold**
~~Strikethrough~~
*You **can** combine them*
RESULT:
This text will be italic
This text will be bold
You can combine them
Images
SYNTAX:
RESULT:
Videos
SYNTAX:
https://www.youtube.com/watch?v=7KXGZAEWzn0
RESULT:
Links
SYNTAX:
[Int3grity website](https://www.int3grity.com)
RESULT:
Tweets
SYNTAX:
https://twitter.com/samhickmann/status/1503800505864130561
RESULT:
Blockquotes
SYNTAX:
> Human beings face ever more complex and urgent problems, and their effectiveness in dealing with these problems is a matter that is critical to the stability and continued progress of society. \- Doug Engelbart, 1961
RESULT:
Human beings face ever more complex and urgent problems, and their effectiveness in dealing with these problems is a matter that is critical to the stability and continued progress of society. - Doug Engelbart, 1961
Inline code
SYNTAX:
Text inside `backticks` on a line will be formatted like code.
RESULT:
Text inside backticks on a line will be formatted like code.
Code blocks
SYNTAX:
'''js
function fancyAlert(arg) {
if(arg) {
$.facebox({div:'#foo'})
}
}
'''
RESULT:
function fancyAlert(arg) {
if(arg) {
$.facebox({div:'#foo'})
}
}
Maths
We support LaTex to typeset math. We recommend reading the full documentation on the official website
SYNTAX:
$$[x^n+y^n=z^n]$$
RESULT:
[x^n+y^n=z^n]
Tables
SYNTAX:
| header a | header b |
| ---- | ---- |
| row 1 col 1 | row 1 col 2 |
RESULT:
| header a | header b | header c |
|---|---|---|
| row 1 col 1 | row 1 col 2 | row 1 col 3 |
JEFF JOHN ROBERTS
3 years ago
What just happened in cryptocurrency? A plain-English Q&A about Binance's FTX takedown.
Crypto people have witnessed things. They've seen big hacks, mind-boggling swindles, and amazing successes. They've never seen a day like Tuesday, when the world's largest crypto exchange murdered its closest competition.
Here's a primer on Binance and FTX's lunacy and why it matters if you're new to crypto.
What happened?
CZ, a shrewd Chinese-Canadian billionaire, runs Binance. FTX, a newcomer, has challenged Binance in recent years. SBF (Sam Bankman-Fried)—a young American with wild hair—founded FTX (initials are a thing in crypto).
Last weekend, CZ complained about SBF's lobbying and then exploited Binance's market power to attack his competition.
How did CZ do that?
CZ invested in SBF's new cryptocurrency exchange when they were friends. CZ sold his investment in FTX for FTT when he no longer wanted it. FTX clients utilize those tokens to get trade discounts, although they are less liquid than Bitcoin.
SBF made a mistake by providing CZ just too many FTT tokens, giving him control over FTX. It's like Pepsi handing Coca-Cola a lot of stock it could sell at any time. CZ got upset with SBF and flooded the market with FTT tokens.
SBF owns a trading fund with many FTT tokens, therefore this was catastrophic. SBF sought to defend FTT's worth by selling other assets to buy up the FTT tokens flooding the market, but it didn't succeed, and as FTT's value plummeted, his liabilities exceeded his assets. By Tuesday, his companies were insolvent, so he sold them to his competition.
Crazy. How could CZ do that?
CZ likely did this to crush a rising competition. It was also personal. In recent months, regulators have been tough toward the crypto business, and Binance and FTX have been trying to stay on their good side. CZ believed SBF was poisoning U.S. authorities by saying CZ was linked to China, so CZ took retribution.
“We supported previously, but we won't pretend to make love after divorce. We're neutral. But we won't assist people that push against other industry players behind their backs," CZ stated in a tragic tweet on Sunday. He crushed his rival's company two days later.
So does Binance now own FTX?
No. Not yet. CZ has only stated that Binance signed a "letter of intent" to acquire FTX. CZ and SBF say Binance will protect FTX consumers' funds.
Who’s to blame?
You could blame CZ for using his control over FTX to destroy it. SBF is also being criticized for not disclosing the full overlap between FTX and his trading company, which controlled plenty of FTT. If he had been upfront, someone might have warned FTX about this vulnerability earlier, preventing this mess.
Others have alleged that SBF utilized customer monies to patch flaws in his enterprises' balance accounts. That happened to multiple crypto startups that collapsed this spring, which is unfortunate. These are allegations, not proof.
Why does this matter? Isn't this common in crypto?
Crypto is notorious for shady executives and pranks. FTX is the second-largest crypto business, and SBF was largely considered as the industry's golden boy who would help it get on authorities' good side. Thus far.
Does this affect cryptocurrency prices?
Short-term, it's bad. Prices fell on suspicions that FTX was in peril, then rallied when Binance rescued it, only to fall again later on Tuesday.
These occurrences have hurt FTT and SBF's Solana token. It appears like a huge token selloff is affecting the rest of the market. Bitcoin fell 10% and Ethereum 15%, which is bad but not catastrophic for the two largest coins by market cap.
CyberPunkMetalHead
3 years ago
Developed an automated cryptocurrency trading tool for nearly a year before unveiling it this month.
Overview
I'm happy to provide this important update. We've worked on this for a year and a half, so I'm glad to finally write it. We named the application AESIR because we’ve love Norse Mythology. AESIR automates and runs trading strategies.
Volatility, technical analysis, oscillators, and other signals are currently supported by AESIR.
Additionally, we enhanced AESIR's ability to create distinctive bespoke signals by allowing it to analyze many indicators and produce a single signal.
AESIR has a significant social component that allows you to copy the best-performing public setups and use them right away.
Enter your email here to be notified when AEISR launches.
Views on algorithmic trading
First, let me clarify. Anyone who claims algorithmic trading platforms are money-printing plug-and-play devices is a liar. Algorithmic trading platforms are a collection of tools.
A trading algorithm won't make you a competent trader if you lack a trading strategy and yolo your funds without testing. It may hurt your trade. Test and alter your plans to account for market swings, but comprehend market signals and trends.
Status Report
Throughout closed beta testing, we've communicated closely with users to design a platform they want to use.
To celebrate, we're giving you free Aesir Viking NFTs and we cover gas fees.
Why use a trading Algorithm?
Automating a successful manual approach
experimenting with and developing solutions that are impossible to execute manually
One AESIR strategy lets you buy any cryptocurrency that rose by more than x% in y seconds.
AESIR can scan an exchange for coins that have gained more than 3% in 5 minutes. It's impossible to manually analyze over 1000 trading pairings every 5 minutes. Auto buy dips or DCA around a Dip
Sneak Preview
Here's the Leaderboard, where you can clone the best public settings.
As a tiny, self-funded team, we're excited to unveil our product. It's a beta release, so there's still more to accomplish, but we know where we stand.
If this sounds like a project that you might want to learn more about, you can sign up to our newsletter and be notified when AESIR launches.
Useful Links:
Join the Discord | Join our subreddit | Newsletter | Mint Free NFT
You might also like
Julie Plavnik
3 years ago
Why the Creator Economy needs a Web3 upgrade
Looking back into the past can help you understand what's happening today and why.
"Creator economy" conjures up images of originality, sincerity, and passion. Where do Michelangelos and da Vincis push advancement with their gifts without battling for bread and proving themselves posthumously?
Creativity has been as long as humanity, but it's just recently become a new economic paradigm. We even talk about Web3 now.
Let's examine the creative economy's history to better comprehend it. What brought us here? Looking back can help you understand what's happening now.
No yawning, I promise 😉.
Creator Economy's history
Long, uneven transition to creator economy. Let's examine the economic and societal changes that led us there.
1. Agriculture to industry
Mid-18th-century Industrial Revolution led to shift from agriculture to manufacturing. The industrial economy lasted until World War II.
The industrial economy's principal goal was to provide more affordable, accessible commodities.
Unlike today, products were scarce and inaccessible.
To fulfill its goals, industrialization triggered enormous economic changes, moving power from agrarians to manufacturers. Industrialization brought hard work, rivalry, and new ideas connected to production and automation. Creative thinkers focused on that then.
It doesn't mean music, poetry, or painting had no place back then. They weren't top priority. Artists were independent. The creative field wasn't considered a different economic subdivision.
2. The consumer economy
Manufacturers produced more things than consumers desired after World War II. Stuff was no longer scarce.
The economy must make customers want to buy what the market offers.
The consumer economic paradigm supplanted the industrial one. Customers (or consumers) replaced producers as the new economic center.
Salesmen, marketing, and journalists also played key roles (TV, radio, newspapers, etc.). Mass media greatly boosted demand for goods, defined trends, and changed views regarding nearly everything.
Mass media also gave rise to pop culture, which focuses on mass-market creative products. Design, printing, publishing, multi-media, audio-visual, cinematographic productions, etc. supported pop culture.
The consumer paradigm generated creative occupations and activities, unlike the industrial economy. Creativity was limited by the need for wide appeal.
Most creators were corporate employees.
Creating a following and making a living from it were difficult.
Paul Saffo said that only journalists and TV workers were known. Creators who wished to be known relied on producers, publishers, and other gatekeepers. To win their favor was crucial. Luck was the best tactic.
3. The creative economy
Consumer economy was digitized in the 1990s. IT solutions transformed several economic segments. This new digital economy demanded innovative, digital creativity.
Later, states declared innovation a "valuable asset that creates money and jobs." They also introduced the "creative industries" and the "creative economy" (not creator!) and tasked themselves with supporting them. Australia and the UK were early adopters.
Individual skill, innovation, and intellectual property fueled the creative economy. Its span covered design, writing, audio, video material, etc. The creative economy required IT-powered activity.
The new challenge was to introduce innovations to most economic segments and meet demand for digital products and services.
Despite what the title "creative economy" may imply, it was primarily oriented at meeting consumer needs. It didn't provide inventors any new options to become entrepreneurs. Instead of encouraging innovators to flourish on their own, the creative economy emphasized "employment-based creativity."
4. The creator economy
Next, huge IT platforms like Google, Facebook, YouTube, and others competed with traditional mainstream media.
During the 2008 global financial crisis, these mediums surpassed traditional media. People relied on them for information, knowledge, and networking. That was a digital media revolution. The creator economy started there.
The new economic paradigm aimed to engage and convert clients. The creator economy allowed customers to engage, interact, and provide value, unlike the consumer economy. It gave them instruments to promote themselves as "products" and make money.
Writers, singers, painters, and other creators have a great way to reach fans. Instead of appeasing old-fashioned gatekeepers (producers, casting managers, publishers, etc.), they can use the platforms to express their talent and gain admirers. Barriers fell.
It's not only for pros. Everyone with a laptop and internet can now create.
2022 creator economy:
Since there is no academic description for the current creator economy, we can freestyle.
The current (or Web2) creator economy is fueled by interactive digital platforms, marketplaces, and tools that allow users to access, produce, and monetize content.
No entry hurdles or casting in the creative economy. Sign up and follow platforms' rules. Trick: A platform's algorithm aggregates your data and tracks you. This is the payment for participation.
The platforms offer content creation, design, and ad distribution options. This is platforms' main revenue source.
The creator economy opens many avenues for creators to monetize their work. Artists can now earn money through advertising, tipping, brand sponsorship, affiliate links, streaming, and other digital marketing activities.
Even if your content isn't digital, you can utilize platforms to promote it, interact and convert your audience, and more. No limits. However, some of your income always goes to a platform (well, a huge one).
The creator economy aims to empower online entrepreneurship by offering digital marketing tools and reducing impediments.
Barriers remain. They are just different. Next articles will examine these.
Why update the creator economy for Web3?
I could address this question by listing the present creator economy's difficulties that led us to contemplate a Web3 upgrade.
I don't think these difficulties are the main cause. The mentality shift made us see these challenges and understand there was a better reality without them.
Crypto drove this thinking shift. It promoted disintermediation, independence from third-party service providers, 100% data ownership, and self-sovereignty. Crypto has changed the way we view everyday things.
Crypto's disruptive mission has migrated to other economic segments. It's now called Web3. Web3's creator economy is unique.
Here's the essence of the Web3 economy:
Eliminating middlemen between creators and fans.
100% of creators' data, brand, and effort.
Business and money-making transparency.
Authentic originality above ad-driven content.
In the next several articles, I'll explain. We'll also discuss the creator economy and Web3's remedies.
Final thoughts
The creator economy is the organic developmental stage we've reached after all these social and economic transformations.
The Web3 paradigm of the creator economy intends to allow creators to construct their own independent "open economy" and directly monetize it without a third party.
If this approach succeeds, we may enter a new era of wealth creation where producers aren't only the products. New economies will emerge.
This article is a summary. To read the full post, click here.
Shruti Mishra
2 years ago
How to get 100k profile visits on Twitter each month without spending a dime
As a marketer, I joined Twitter on August 31, 2022 to use it.
Growth has been volatile, causing up-and-down engagements. 500 followers in 11 days.
I met amazing content creators, marketers, and people.
Those who use Twitter may know that one-liners win the algorithm, especially if they're funny or humorous, but as a marketer I can't risk posting content that my audience won't like.
I researched, learned some strategies, and A/B tested; some worked, some didn't.
In this article, I share what worked for me so you can do the same.
Thanks for reading!
Let's check my Twitter stats.
Tweets: how many tweets I sent in the first 28 days.
A user may be presented with a Tweet in their timeline or in search results.
In-person visits how many times my Twitter profile was viewed in the first 28 days.
Mentions: the number of times a tweet has mentioned my name.
Number of followers: People who were following me
Getting 500 Twitter followers isn't difficult.
Not easy, but doable.
Follow these steps to begin:
Determine your content pillars in step 1.
My formula is Growth = Content + Marketing + Community.
I discuss growth strategies.
My concept for growth is : 1. Content = creating / writing + sharing content in my niche. 2. Marketing = Marketing everything in business + I share my everyday learnings in business, marketing & entrepreneurship. 3. Community = Building community of like minded individuals (Also,I share how to’s) + supporting marketers to build & grow through community building.
Identify content pillars to create content for your audience.
2. Make your profile better
Create a profile picture. Your recognition factor is this.
Professional headshots are worthwhile.
This tool can help you create a free, eye-catching profile pic.
Use a niche-appropriate avatar if you don't want to show your face.
2. Create a bio that converts well mainly because first impressions count.
what you're sharing + why + +social proof what are you making
Be brief and precise. (155 characters)
3. Configure your banner
Banners complement profile pictures.
Use this space to explain what you do and how Twitter followers can benefit.
Canva's Twitter header maker is free.
Birdy can test multiple photo, bio, and banner combinations to optimize your profile.
Versions A and B of your profile should be completed.
Find the version that converts the best.
Use the profile that converts the best.
4. Special handle
If your username/handle is related to your niche, it will help you build authority and presence among your audience. Mine on Twitter is @marketershruti.
5. Participate expertly
Proficiently engage while you'll have no audience at first. Borrow your dream audience for free.
Steps:
Find a creator who has the audience you want.
Activate their post notifications and follow them.
Add a valuable comment first.
6. Create fantastic content
Use:
Medium (Read articles about your topic.)
Podcasts (Listen to experts on your topics)
YouTube (Follow channels in your niche)
Tweet what?
Listicle ( Hacks, Books, Tools, Podcasts)
Lessons (Teach your audience how to do 1 thing)
Inspirational (Inspire people to take action)
Consistent writing?
You MUST plan ahead and schedule your Tweets.
Use a scheduling tool that is effective for you; hypefury is mine.
Lastly, consistency is everything that attracts growth. After optimizing your profile, stay active to gain followers, engagements, and clients.
If you found this helpful, please like and comment below.
Edward Williams
3 years ago
I currently manage 4 profitable online companies. I find all the generic advice and garbage courses very frustrating. The only advice you need is this.
This is for young entrepreneurs, especially in tech.
People give useless success advice on TikTok and Reddit. Early risers, bookworms, etc. Entrepreneurship courses. Work hard and hustle.
False. These aren't successful traits.
I mean, organization is good. As someone who founded several businesses and now works at a VC firm, I find these tips to be clichés.
Based on founding four successful businesses and working with other successful firms, here's my best actionable advice:
1. Choose a sector or a niche and become an expert in it.
This is more generic than my next tip, but it's a must-do that's often overlooked. Become an expert in the industry or niche you want to enter. Discover everything.
Buy (future) competitors' products. Understand consumers' pain points. Market-test. Target keyword combos. Learn technical details.
The most successful businesses I've worked with were all formed by 9-5 employees. They knew the industry's pain points. They started a business targeting these pain points.
2. Choose a niche or industry crossroads to target.
How do you choose an industry or niche? What if your industry is too competitive?
List your skills and hobbies. Randomness is fine. Find an intersection between two interests or skills.
Say you build websites well. You like cars.
Web design is a *very* competitive industry. Cars and web design?
Instead of web design, target car dealers and mechanics. Build a few fake demo auto mechanic websites, then cold call shops with poor websites. Verticalize.
I've noticed a pattern:
Person works in a particular industry for a corporation.
Person gains expertise in the relevant industry.
Person quits their job and launches a small business to address a problem that their former employer was unwilling to address.
I originally posted this on Reddit and it seemed to have taken off so I decided to share it with you all.
Focus on the product. When someone buys from you, you convince them the product's value exceeds the price. It's not fair and favors the buyer.
Creating a superior product or service will win. Narrowing this helps you outcompete others.
You may be their only (lucky) option.