ICO Independent Coin Offer

Fantasy or a new reality. November 2nd 2017 I attended a conversation about the legal, accounting and tax implications of an ICO. Nelson Mullins was our host and brought their legal might to the discussion.

Language is the first concern in embracing and understanding. The first phrase requiring an appreciation is the “White Paper”. For me, this is something people or entities write to explain a concept; most often intended to educate and inform. In the world of ICOs the meaning is very different. This document is intended to explain what the entrepreneur is trying to do and what the investor is investing in. In other word the “White Paper” is the “Business Plan” or better said the Prospectus.

Next word is “Security”. Here I must admit I was out of my depth. First let’s be clear, the use of this word is not about securing something, it is about an instrument one invests in and ultimately expects to profit from. Having spent 9.

Years immersed in Capital Markets understanding what stocks, bonds and commodities are, this should have been easy. The challenge is we are trying to figure out how to not be classified as a security.

To fully appreciate the discussion one needed to be steeped in the regulations and opinions of the courts and regulators at a national and regional “State” level. What I understood, a key reason ICOs emerged is as a method to avoid the complexity of the regulations surrounding the sale and trading of securities.

Next term is “token”. Once again a term we are constantly confronted with as we move from a physical to a digital environment. I am not exactly sure what a “token” is in the context of the ICO discussion, save ti say it represents something. I appreciate it is another term one must properly framed when discussing ICOs.

With these familiar terms with new meanings it is clear, this digital ecosystem built on the complexity of Block Chain, as a technology, is either a long term transformational technology or a magical mystery tour that will end in confusion and discomfort.

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