Integrity
Write
Loading...
Nathan Reiff

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:

  1. An investment of money
  2. n a common enterprise
  3. With the expectation of profit
  4. 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

Faisal Khan

Faisal Khan

2 years ago

4 typical methods of crypto market manipulation

Credit: Getty Images/Cemile Bingol

Market fraud

Due to its decentralized and fragmented character, the crypto market has integrity difficulties.

Cryptocurrencies are an immature sector, therefore market manipulation becomes a bigger issue. Many research have attempted to uncover these abuses. CryptoCompare's newest one highlights some of the industry's most typical scams.

Why are these concerns so common in the crypto market? First, even the largest centralized exchanges remain unregulated due to industry immaturity. A low-liquidity market segment makes an attack more harmful. Finally, market surveillance solutions not implemented reduce transparency.

In CryptoCompare's latest exchange benchmark, 62.4% of assessed exchanges had a market surveillance system, although only 18.1% utilised an external solution. To address market integrity, this measure must improve dramatically. Before discussing the report's malpractices, note that this is not a full list of attacks and hacks.

Clean Trading

An investor buys and sells concurrently to increase the asset's price. Centralized and decentralized exchanges show this misconduct. 23 exchanges have a volume-volatility correlation < 0.1 during the previous 100 days, according to CryptoCompares. In August 2022, Exchange A reported $2.5 trillion in artificial and/or erroneous volume, up from $33.8 billion the month before.

Spoofing

Criminals create and cancel fake orders before they can be filled. Since manipulators can hide in larger trading volumes, larger exchanges have more spoofing. A trader placed a 20.8 BTC ask order at $19,036 when BTC was trading at $19,043. BTC declined 0.13% to $19,018 in a minute. At 18:48, the trader canceled the ask order without filling it.

Front-Running

Most cryptocurrency front-running involves inside trading. Traditional stock markets forbid this. Since most digital asset information is public, this is harder. Retailers could utilize bots to front-run.

CryptoCompare found digital wallets of people who traded like insiders on exchange listings. The figure below shows excess cumulative anomalous returns (CAR) before a coin listing on an exchange.

Finally, LAYERING is a sequence of spoofs in which successive orders are put along a ladder of greater (layering offers) or lower (layering bids) values. The paper concludes with recommendations to mitigate market manipulation. Exchange data transparency, market surveillance, and regulatory oversight could reduce manipulative tactics.

Yusuf Ibrahim

Yusuf Ibrahim

3 years ago

How to sell 10,000 NFTs on OpenSea for FREE (Puppeteer/NodeJS)

So you've finished your NFT collection and are ready to sell it. Except you can't figure out how to mint them! Not sure about smart contracts or want to avoid rising gas prices. You've tried and failed with apps like Mini mouse macro, and you're not familiar with Selenium/Python. Worry no more, NodeJS and Puppeteer have arrived!

Learn how to automatically post and sell all 1000 of my AI-generated word NFTs (Nakahana) on OpenSea for FREE!

My NFT project — Nakahana |

NOTE: Only NFTs on the Polygon blockchain can be sold for free; Ethereum requires an initiation charge. NFTs can still be bought with (wrapped) ETH.

If you want to go right into the code, here's the GitHub link: https://github.com/Yusu-f/nftuploader

Let's start with the knowledge and tools you'll need.

What you should know

You must be able to write and run simple NodeJS programs. You must also know how to utilize a Metamask wallet.

Tools needed

  • NodeJS. You'll need NodeJs to run the script and NPM to install the dependencies.
  • Puppeteer – Use Puppeteer to automate your browser and go to sleep while your computer works.
  • Metamask – Create a crypto wallet and sign transactions using Metamask (free). You may learn how to utilize Metamask here.
  • Chrome – Puppeteer supports Chrome.

Let's get started now!

Starting Out

Clone Github Repo to your local machine. Make sure that NodeJS, Chrome, and Metamask are all installed and working. Navigate to the project folder and execute npm install. This installs all requirements.

Replace the “extension path” variable with the Metamask chrome extension path. Read this tutorial to find the path.

Substitute an array containing your NFT names and metadata for the “arr” variable and the “collection_name” variable with your collection’s name.

Run the script.

After that, run node nftuploader.js.

Open a new chrome instance (not chromium) and Metamask in it. Import your Opensea wallet using your Secret Recovery Phrase or create a new one and link it. The script will be unable to continue after this but don’t worry, it’s all part of the plan.

Next steps

Open your terminal again and copy the route that starts with “ws”, e.g. “ws:/localhost:53634/devtools/browser/c07cb303-c84d-430d-af06-dd599cf2a94f”. Replace the path in the connect function of the nftuploader.js script.

const browser = await puppeteer.connect({ browserWSEndpoint: "ws://localhost:58533/devtools/browser/d09307b4-7a75-40f6-8dff-07a71bfff9b3", defaultViewport: null });

Rerun node nftuploader.js. A second tab should open in THE SAME chrome instance, navigating to your Opensea collection. Your NFTs should now start uploading one after the other! If any errors occur, the NFTs and errors are logged in an errors.log file.

Error Handling

The errors.log file should show the name of the NFTs and the error type. The script has been changed to allow you to simply check if an NFT has already been posted. Simply set the “searchBeforeUpload” setting to true.

We're done!

If you liked it, you can buy one of my NFTs! If you have any concerns or would need a feature added, please let me know.

Thank you to everyone who has read and liked. I never expected it to be so popular.

Franz Schrepf

Franz Schrepf

3 years ago

What I Wish I'd Known About Web3 Before Building

Cryptoland rollercoaster

Photo by Younho Choo on Unsplash

I've lost money in crypto.

Unimportant.

The real issue: I didn’t understand how.

I'm surrounded with winners. To learn more, I created my own NFTs, currency, and DAO.

Web3 is a hilltop castle. Everything is valuable, decentralized, and on-chain.

The castle is Disneyland: beautiful in images, but chaotic with lengthy lines and kids spending too much money on dressed-up animals.

When the throng and businesses are gone, Disneyland still has enchantment.

Welcome to Cryptoland! I’ll be your guide.

The Real Story of Web3

NFTs

Scarcity. Scarce NFTs. That's their worth.

Skull. Rare-looking!

Nonsense.

Bored Ape Yacht Club vs. my NFTs?

Marketing.

BAYC is amazing, but not for the reasons people believe. Apecoin and Otherside's art, celebrity following, and innovation? Stunning.

No other endeavor captured the zeitgeist better. Yet how long did you think it took to actually mint the NFTs?

1 hour? Maybe a week for the website?

Minting NFTs is incredibly easy. Kid-friendly. Developers are rare. Think about that next time somebody posts “DevS dO SMt!?

NFTs will remain popular. These projects are like our Van Goghs and Monets. Still, be wary. It still uses exclusivity and wash selling like the OG art market.

Not all NFTs are art-related.

Soulbound and anonymous NFTs could offer up new use cases. Property rights, privacy-focused ID, open-source project verification. Everything.

NFTs build online trust through ownership.

We just need to evolve from the apes first.

NFTs' superpower is marketing until then.

Crypto currency

What the hell is a token?

99% of people are clueless.

So I invested in both coins and tokens. Same same. Only that they are not.

Coins have their own blockchain and developer/validator community. It's hard.

Creating a token on top of a blockchain? Five minutes.

Most consumers don’t understand the difference, creating an arbitrage opportunity: pretend you’re a serious project without having developers on your payroll.

Few market sites help. Take a look. See any tokens?

Maybe if you squint real hard… (Coinmarketcap)

There's a hint one click deeper.

Some tokens are legitimate. Some coins are bad investments.

Tokens are utilized for DAO governance and DApp payments. Still, know who's behind a token. They might be 12 years old.

Coins take time and money. The recent LUNA meltdown indicates that currency investing requires research.

DAOs

Decentralized Autonomous Organizations (DAOs) don't work as you assume.

Yes, members can vote.

A productive organization requires more.

I've observed two types of DAOs.

  • Total decentralization total dysfunction

  • Centralized just partially. Community-driven.

A core team executes the DAO's strategy and roadmap in successful DAOs. The community owns part of the organization, votes on decisions, and holds the team accountable.

DAOs are public companies.

Amazing.

A shareholder meeting's logistics are staggering. DAOs may hold anonymous, secure voting quickly. No need for intermediaries like banks to chase up every shareholder.

Successful DAOs aren't totally decentralized. Large-scale voting and collaboration have never been easier.

And that’s all that matters.

Scale, speed.

My Web3 learnings

Disneyland is enchanting. Web3 too.

In a few cycles, NFTs may be used to build trust, not clout. Not speculating with coins. DAOs run organizations, not themselves.

Finally, some final thoughts:

  • NFTs will be a very helpful tool for building trust online. NFTs are successful now because of excellent marketing.

  • Tokens are not the same as coins. Look into any project before making a purchase. Make sure it isn't run by three 9-year-olds piled on top of one another in a trench coat, at the very least.

  • Not entirely decentralized, DAOs. We shall see a future where community ownership becomes the rule rather than the exception once we acknowledge this fact.

Crypto Disneyland is a rollercoaster with loops that make you sick.

Always buckle up.

Have fun!

You might also like

Caleb Naysmith

Caleb Naysmith

3 years ago

Ads Coming to Medium?

Could this happen?

Medium isn't like other social media giants. It wasn't a dot-com startup that became a multi-trillion-dollar social media firm. It launched in 2012 but didn't gain popularity until later. Now, it's one of the largest sites by web traffic, but it's still little compared to most. Most of Medium's traffic is external, but they don't run advertisements, so it's all about memberships.

Medium isn't profitable, but they don't disclose how terrible the problem is. Most of the $163 million they raised has been spent or used for acquisitions. If the money turns off, Medium can't stop paying its writers since the site dies. Writers must be paid, but they can't substantially slash payment without hurting the platform. The existing model needs scale to be viable and has a low ceiling. Facebook and other free social media platforms are struggling to retain users. Here, you must pay to appreciate it, and it's bad for writers AND readers. If I had the same Medium stats on YouTube, I'd make thousands of dollars a month.

Then what? Medium has tried to monetize by offering writers a cut of new members, but that's unsustainable. People-based growth is limited. Imagine recruiting non-Facebook users and getting them to pay to join. Some may, but I'd rather write.

Alternatives:

  • Donation buttons

  • Tiered subscriptions ($5, $10, $25, etc.)

  • Expanding content

and these may be short-term fixes, but they're not as profitable as allowing ads. Advertisements can pay several dollars per click and cents every view. If you get 40,000 views a month like me, that's several thousand instead of a few hundred. Also, Medium would have enough money to split ad revenue with writers, who would make more. I'm among the top 6% of Medium writers. Only 6% of Medium writers make more than $100, and I made $500 with 35,000 views last month. Compared to YouTube, the top 1% of Medium authors make a lot. Mr. Beast and PewDiePie make MILLIONS a month, yet top Medium writers make tens of thousands. Sure, paying 3 or 4 people a few grand, or perhaps tens of thousands, will keep them around. What if great authors leveraged their following to go huge on YouTube and abandoned Medium? If people use Medium to get successful on other platforms, Medium will be continuously cycling through authors and paying them to stay.

Ads might make writing on Medium more profitable than making videos on YouTube because they could preserve the present freemium model and pay users based on internal views. The $5 might be ad-free.

Consider: Would you accept Medium ads? A $5 ad-free version + pay-as-you-go, etc. What are your thoughts on this?


Original post available here

Sylvain Saurel

Sylvain Saurel

3 years ago

A student trader from the United States made $110 million in one month and rose to prominence on Wall Street.

Genius or lucky?

Image: Getty Images

From the title, you might think I'm selling advertising for a financial influencer, a dubious trading site, or a training organization to attract clients. I'm suspicious. Better safe than sorry.

But not here.

Jake Freeman, 20, made $110 million in a month, according to the Financial Times. At 18, he ran for president. He made his name in markets, not politics. Two years later, he's Wall Street's prince. Interview requests flood the prodigy.

Jake Freeman bought 5 million Bed Bath & Beyond Group shares for $5.5 in July 2022 and sold them for $27 a month later. He thought the stock might double. Since speculation died down, he sold well. The stock fell 40.5% to 11 dollars on Friday, 19 August 2022. On August 22, 2022, it fell 16% to $9.

Smallholders have been buying the stock for weeks and will lose heavily if it falls further. Bed Bath & Beyond is the second most popular stock after Foot Locker, ahead of GameStop and Apple.

Jake Freeman earned $110 million thanks to a significant stock market flurry.

Online broker customers aren't the only ones with jitters. By June 2022, Ken Griffin's Citadel and Stephen Mandel's Lone Pine Capital held nearly a third of the company's capital. Did big managers sell before the stock plummeted?

Recent stock movements (derivatives) and rumors could prompt a SEC investigation.

Jake Freeman wrote to the board of directors after his investment to call for a turnaround, given the company's persistent problems and short sellers. The bathroom and kitchen products distribution group's stock soared in July 2022 due to renewed buying by private speculators, who made it one of their meme stocks with AMC and GameStop.

Second-quarter 2022 results and financial health worsened. He didn't celebrate his miraculous operation in a nightclub. He told a British newspaper, "I'm shocked." His parents dined in New York. He returned to Los Angeles to study math and economics.

Jake Freeman founded Freeman Capital Management with his savings and $25 million from family, friends, and acquaintances. They are the ones who are entitled to the $110 million he raised in one month. Will his investors pocket and withdraw all or part of their profits or will they trust the young prodigy for new stunts on Wall Street?

His operation should attract new clients. Well-known hedge funds may hire him.

Jake Freeman didn't listen to gurus or former traders. At 17, he interned at a quantitative finance and derivatives hedge fund, Volaris. At 13, he began investing with his pharmaceutical executive uncle. All countries have increased their Google searches for the young trader in the last week.

Naturally, his success has inspired resentment.

His success stirs jealousy, and he's attacked on social media. On Reddit, people who lost money on Bed Bath & Beyond, Jake Freeman's fortune, are mourning.

Several conspiracy theories circulate about him, including that he doesn't exist or is working for a Taiwanese amusement park.

If all 20 million American students had the same trading skills, they would have generated $1.46 trillion. Jake Freeman is unique. Apprentice traders' careers are often short, disillusioning, and tragic.

Two years ago, 20-year-old Robinhood client Alexander Kearns committed suicide after losing $750,000 trading options. Great traders start young. Michael Platt of BlueCrest invested in British stocks at age 12 under his grandmother's supervision and made a £30,000 fortune. Paul Tudor Jones started trading before he turned 18 with his uncle. Warren Buffett, at age 10, was discussing investments with Goldman Sachs' head. Oracle of Omaha tells all.

Thomas Huault

Thomas Huault

3 years ago

A Mean Reversion Trading Indicator Inspired by Classical Mechanics Is The Kinetic Detrender

DATA MINING WITH SUPERALGORES

Old pots produce the best soup.

Photo by engin akyurt on Unsplash

Science has always inspired indicator design. From physics to signal processing, many indicators use concepts from mechanical engineering, electronics, and probability. In Superalgos' Data Mining section, we've explored using thermodynamics and information theory to construct indicators and using statistical and probabilistic techniques like reduced normal law to take advantage of low probability events.

An asset's price is like a mechanical object revolving around its moving average. Using this approach, we could design an indicator using the oscillator's Total Energy. An oscillator's energy is finite and constant. Since we don't expect the price to follow the harmonic oscillator, this energy should deviate from the perfect situation, and the maximum of divergence may provide us valuable information on the price's moving average.

Definition of the Harmonic Oscillator in Few Words

Sinusoidal function describes a harmonic oscillator. The time-constant energy equation for a harmonic oscillator is:

With

Time saves energy.

In a mechanical harmonic oscillator, total energy equals kinetic energy plus potential energy. The formula for energy is the same for every kind of harmonic oscillator; only the terms of total energy must be adapted to fit the relevant units. Each oscillator has a velocity component (kinetic energy) and a position to equilibrium component (potential energy).

The Price Oscillator and the Energy Formula

Considering the harmonic oscillator definition, we must specify kinetic and potential components for our price oscillator. We define oscillator velocity as the rate of change and equilibrium position as the price's distance from its moving average.

Price kinetic energy:

It's like:

With

and

L is the number of periods for the rate of change calculation and P for the close price EMA calculation.

Total price oscillator energy =

Given that an asset's price can theoretically vary at a limitless speed and be endlessly far from its moving average, we don't expect this formula's outcome to be constrained. We'll normalize it using Z-Score for convenience of usage and readability, which also allows probabilistic interpretation.

Over 20 periods, we'll calculate E's moving average and standard deviation.

We calculated Z on BTC/USDT with L = 10 and P = 21 using Knime Analytics.

The graph is detrended. We added two horizontal lines at +/- 1.6 to construct a 94.5% probability zone based on reduced normal law tables. Price cycles to its moving average oscillate clearly. Red and green arrows illustrate where the oscillator crosses the top and lower limits, corresponding to the maximum/minimum price oscillation. Since the results seem noisy, we may apply a non-lagging low-pass or multipole filter like Butterworth or Laguerre filters and employ dynamic bands at a multiple of Z's standard deviation instead of fixed levels.

Kinetic Detrender Implementation in Superalgos

The Superalgos Kinetic detrender features fixed upper and lower levels and dynamic volatility bands.

The code is pretty basic and does not require a huge amount of code lines.

It starts with the standard definitions of the candle pointer and the constant declaration :

let candle = record.current
let len = 10
let P = 21
let T = 20
let up = 1.6
let low = 1.6

Upper and lower dynamic volatility band constants are up and low.

We proceed to the initialization of the previous value for EMA :

if (variable.prevEMA === undefined) {
    variable.prevEMA = candle.close
}

And the calculation of EMA with a function (it is worth noticing the function is declared at the end of the code snippet in Superalgos) :

variable.ema = calculateEMA(P, candle.close, variable.prevEMA)
//EMA calculation
function calculateEMA(periods, price, previousEMA) {
    let k = 2 / (periods + 1)
    return price * k + previousEMA * (1 - k)
}

The rate of change is calculated by first storing the right amount of close price values and proceeding to the calculation by dividing the current close price by the first member of the close price array:

variable.allClose.push(candle.close)
if (variable.allClose.length > len) {
    variable.allClose.splice(0, 1)
}
if (variable.allClose.length === len) {
    variable.roc = candle.close / variable.allClose[0]
} else {
    variable.roc = 1
}

Finally, we get energy with a single line:

variable.E = 1 / 2 * len * variable.roc + 1 / 2 * P * candle.close / variable.ema

The Z calculation reuses code from Z-Normalization-based indicators:

variable.allE.push(variable.E)
if (variable.allE.length > T) {
    variable.allE.splice(0, 1)
}
variable.sum = 0
variable.SQ = 0
if (variable.allE.length === T) {
    for (var i = 0; i < T; i++) {
        variable.sum += variable.allE[i]
    }
    variable.MA = variable.sum / T
for (var i = 0; i < T; i++) {
        variable.SQ += Math.pow(variable.allE[i] - variable.MA, 2)
    }
    variable.sigma = Math.sqrt(variable.SQ / T)
variable.Z = (variable.E - variable.MA) / variable.sigma
} else {
    variable.Z = 0
}
variable.allZ.push(variable.Z)
if (variable.allZ.length > T) {
    variable.allZ.splice(0, 1)
}
variable.sum = 0
variable.SQ = 0
if (variable.allZ.length === T) {
    for (var i = 0; i < T; i++) {
        variable.sum += variable.allZ[i]
    }
    variable.MAZ = variable.sum / T
for (var i = 0; i < T; i++) {
        variable.SQ += Math.pow(variable.allZ[i] - variable.MAZ, 2)
    }
    variable.sigZ = Math.sqrt(variable.SQ / T)
} else {
    variable.MAZ = variable.Z
    variable.sigZ = variable.MAZ * 0.02
}
variable.upper = variable.MAZ + up * variable.sigZ
variable.lower = variable.MAZ - low * variable.sigZ

We also update the EMA value.

variable.prevEMA = variable.EMA
BTD/USDT candle chart at 01-hs timeframe with the Kinetic detrender and its 2 red fixed level and black dynamic levels

Conclusion

We showed how to build a detrended oscillator using simple harmonic oscillator theory. Kinetic detrender's main line oscillates between 2 fixed levels framing 95% of the values and 2 dynamic levels, leading to auto-adaptive mean reversion zones.

Superalgos' Normalized Momentum data mine has the Kinetic detrender indication.

All the material here can be reused and integrated freely by linking to this article and Superalgos.

This post is informative and not financial advice. Seek expert counsel before trading. Risk using this material.