On October 18, 2021, New York Attorney General Letitia James directed two virtual currency lending platforms to immediately cease their unregistered and allegedly unlawful activities in New York and sent letters to three...more
10/29/2021
/ Cryptocurrency ,
Decentralized Finance (DeFi) ,
Enforcement Actions ,
Financial Markets ,
Financial Services Industry ,
Lenders ,
New York ,
Regulatory Violations ,
Securities Transactions ,
Stablecoins ,
State Attorneys General ,
Virtual Currency
Jones Day's Chris Pace and Mark Rasmussen discuss the implications of the federal court's decision in United American Corp. v. Bitmain, Inc., which analyzed and ultimately rejected the first private party antitrust claim...more
Cryptocurrencies are quickly becoming part of the financial mainstream, with institutional and retail investors alike adding them to their portfolios in record numbers. State legislatures are trying to keep up with this...more
SEC Chairman Gary Gensler has left little doubt that his commission will closely monitor activity in the cryptoasset markets and the actions of decentralized finance, or DeFi platforms, as investor interest continues to grow....more
SEC Chairman Gary Gensler suggests SEC will aggressively police crypto assets and decentralized finance ("DeFi") platforms while seeking expanded authority to regulate these fast-growing industries....more
8/10/2021
/ Cryptoassets ,
Cryptocurrency ,
Decentralized Finance (DeFi) ,
Digital Assets ,
Gary Gensler ,
Initial Coin Offering (ICOs) ,
Policy Statement ,
Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Token Sales ,
Unregistered Securities
The surging interest in cryptocurrency continues to raise new legal challenges for market participants and interested parties. This is largely uncharted territory, so there's comparatively little case law. However, a recent...more
CFTC Commissioner asserts that Decentralized Finance ("DeFi") likely violates the Commodity Exchange Act ("CEA") and that the regulator should respond accordingly.
DeFi is an umbrella term encompassing a range of...more
The Situation: Non-fungible tokens are an emerging digital asset class that present a unique set of commercial, regulatory, and other legal considerations.
The Result: The current U.S. regulatory and legal framework is...more
5/14/2021
/ Art ,
Asset Class ,
Blockchain ,
Cryptocurrency ,
Digital Assets ,
FinCEN ,
FinTech ,
Intellectual Property Protection ,
Non-Fungible Tokens (NFTs) ,
Online Marketplace ,
Virtual Currency
The IRS recently clarified its position on the U.S. income tax treatment of a hard fork. A hard fork occurs when protocols on a blockchain change, causing a "fork" or splintering of the existing blockchain into two distinct...more
On February 26, 2021, the SEC's Division of Examinations released a Risk Alert to make digital asset market participants aware of recurring issues that have arisen in the course of recent examinations, and provide notice of...more
The Situation: On January 4, 2021, the Office of the Comptroller of the Currency ("OCC") issued an Interpretive Letter permitting national banks and federal savings associations ("Banks") to participate in independent node...more
1/19/2021
/ Banking Sector ,
Cryptoassets ,
Cryptocurrency ,
Digital Assets ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Services Industry ,
FinCEN ,
Interpretive Letters ,
OCC ,
Popular ,
Securities and Exchange Commission (SEC) ,
Stablecoins
Federal court grants summary judgment to the SEC on its claim that sales of digital tokens constitute investment contracts under the Securities Act.
On September 30, 2020, U.S. District Judge Alvin Hellerstein granted...more
The Situation: The requirement for a paper-based note for issuing securities under the German law has been an obstacle for the use of security tokens in Germany. With the release of a draft bill (the "Bill") permitting the...more
The Situation: While investigating a website for criminal activities, federal agents traced Bitcoin transactions and issued a subpoena to a virtual-currency exchange to identify customers of the site. Using that information,...more
8/12/2020
/ Bitcoin ,
Blockchain ,
Carpenter v US ,
Criminal Investigations ,
Cryptocurrency ,
Cyber Crimes ,
Fourth Amendment ,
Popular ,
Probable Cause ,
Search Warrant ,
Subpoenas ,
Virtual Currency
The OCC sees holding the cryptographic access keys to control and transfer cryptocurrency as an "electronic corollary" of banking's traditional safekeeping methods.
On July 22, 2020, the Office of the Comptroller of the...more
The Situation: Late last year, a shareholder sued NorthWestern Corporation ("NWE") to compel the company to include a climate-change related proposal in its 2020 proxy materials after NWE had notified the staff of the...more
3/12/2020
/ Corporate Counsel ,
Corporate Governance ,
New Guidance ,
No-Action Letters ,
No-Action Relief ,
No-Action Requests ,
Proxy Season ,
Proxy Statements ,
Publicly-Traded Companies ,
Rule 14a-8 ,
Rule 14a-8(i)(7) ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholder Proposals ,
Shareholders
The Situation: As the U.S. Securities and Exchange Commission ("SEC") continues to bring enforcement actions to stop unregistered sales of digital tokens, blockchain companies are exploring ways to sell tokens to the public...more
The Situation: In a recently released joint statement ("Statement"), the Staffs of the U.S. Securities and Exchange Commission's ("SEC") Division of Trading and Markets, and the Financial Industry Regulatory Authority...more
8/5/2019
/ Blockchain ,
Broker-Dealer ,
Customer Protection Rule ,
Digital Assets ,
Digital Securities ,
Distributed Ledger Technology (DLT) ,
Financial Industry Regulatory Authority (FINRA) ,
Investor Protection ,
Joint Policy Statements ,
Rule 15c3-3 ,
Securities and Exchange Commission (SEC) ,
SIPA
The Situation: The Financial Crimes Enforcement Network ("FinCEN") released interpretive guidance concerning the application of the Bank Secrecy Act ("BSA") and the anti-money laundering ("AML") regulations to certain...more
6/21/2019
/ Anti-Money Laundering ,
Bank Secrecy Act ,
Blockchain ,
Civil Monetary Penalty ,
Convertible Virtual Currencies (CVCs) ,
Distributed Ledger Technology (DLT) ,
Enforcement Actions ,
FinCEN ,
Initial Coin Offering (ICOs) ,
Money Services Business ,
p2p ,
Peer-to-Peer ,
Regulatory Requirements ,
Suspicious Activity Reports (SARs) ,
Virtual Currency
The Situation: For the first time, the New York State Department of Financial Services ("NYDFS") publicly announced that it had denied a cryptocurrency exchange's applications for virtual currency and money transmission...more
4/25/2019
/ Anti-Money Laundering ,
BitLicense ,
Blockchain ,
Cryptocurrency ,
Distributed Ledger Technology (DLT) ,
Financial Institutions ,
Money Transmitter ,
NYDFS ,
Office of Foreign Assets Control (OFAC) ,
Token Sales ,
Virtual Currency
The Situation: The U.S. Securities and Exchange Commission ("SEC") issued a framework for market participants in assessing whether their digital assets-related activities involve the offer, sale, or distribution of investment...more
4/8/2019
/ Blockchain ,
Digital Assets ,
Enforcement Actions ,
Howey ,
Investment Contract ,
Investment Funds ,
No-Action Letters ,
No-Action Relief ,
Regulatory Oversight ,
Securities and Exchange Commission (SEC) ,
Token Sales ,
Tokenization
In the sixth in a series of 12 Jones Day Presents: Blockchain videos, partner Mark Rasmussen discusses smart contracts, which execute automatically upon the occurrence of an event, and describes the use of the technology in...more
Do you have questions about blockchain technology? Watch "What is Blockchain and How is it Used?," the first in a series of 12 short Jones Day Presents: Blockchain videos. In this program, Jones Day partner Mark Rasmussen...more
In “How Regulations Could Help Cryptocurrencies Grow,” published in the Harvard Business Review, Jones Day partners Stephen Obie and Mark Rasmussen explain why effective government oversight is critical to bringing...more
The Situation: Federal prosecutors have asserted that two cryptocurrencies sold in initial coin offerings ("ICOs") are "securities" for purposes of federal securities laws in a criminal indictment alleging fraud against the...more
9/24/2018
/ Criminal Prosecution ,
Cryptocurrency ,
Enforcement Actions ,
Howey ,
Indictments ,
Initial Coin Offering (ICOs) ,
Investment Contract ,
Material Misrepresentation ,
Real Estate Investments ,
Securities Act of 1933 ,
Securities Exchange Act ,
Securities Fraud ,
Subject Matter Jurisdiction ,
Token Sales