By Annaliese Milano
February 13, 2018
The Securities and Exchange Commission (SEC) should give past initial coin offering (ICO) organizers the chance to seek remediation in light of possible violations, according to a petition filed with the agency last month.
The petition was penned by Liquid M Capital, a broker-dealer and fintech firm acquired by Templum earlier this month. Dated January 23 and received by the agency three days later, it was signed by Liquid M CEO Vincent Molinari and Templum CEO Christopher Pallotta.
At its heart, the petition recommends that the commission "provide an opportunity for issuers of tokens through initial coin offerings that took place prior to the promulgation of related guidance by the SEC the opportunity to remediate their illegal offerings." Put more simply, it's calling for the SEC to provide some leeway as the agency itself ramps up its enforcement around the blockchain use case.
The letter argues:
"Chairman Clayton recently stated that he has 'yet to see an ICO that doesn't have a sufficient number of hallmarks of a security.' This has left many token issuers in a situation where they have already issued tokens, which more than likely violate the federal securities laws, but given the lack of regulatory guidance, were unaware that they needed to either register their offering or ensure it complied with an exemption."
Molinari and Pallotta wrote that they "believe issuers should be given a chance to remediate their illegal offerings now that clearer guidance has been provided regarding ICOs by the SEC."
They also recommend that any remediation should be "accompanied by a right of recession to all purchasers of the original tokens," which would refund the purchasers' investments if they did not wish to proceed with the remediated token. Liquid M and Templum say such recourse would also help the SEC fulfill its obligation to protect investors and markets.
As previously reported by CoinDesk, Liquid M (formerly known as Ouisa Capital) has a history of encouraging the SEC to clarify its rules around crypto.
In May of 2017, the firm petitioned the SEC to delineate rules for ICOs, while also asking the commission to create a "regulatory sandbox" in which fintech firms could test new products in a limited setting under supervision.
Liquid M renewed its appeal for ICO regulation in August after the SEC published its investigation into The DAO, an ethereum-based funding vehicle that collapsed in 2016. Though the SEC stated at that time that the offering and sale of cryptocurrency tokens are subject to federal securities laws, Liquid M CEO Vince Molinari called for additional action, including draft proposals of regulation and feedback from potential stakeholders.
Templum acquired Liquid M earlier this month, and the two firms were previously partners.
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