Abstract ： Securities and Exchange Commission (SEC) chairman Gary Gensler Delivered a speech on the encryption market at his alma mater, the University of Pennsylvania .Gensler Think , The possibility that the encryption platform does not trade any securities 「 Is almost zero 」,SEC Is considering how to cooperate with the Commodity Futures Trading Commission (CFTC) Jointly supervise the encrypted trading platform , And call for a stable currency 、 The custody and market making business of encryption companies will be subject to new supervision 「 A firewall 」.
Eastern time 3 month 4 The morning of , Securities and Exchange Commission (SEC) chairman Gary Gensler Delivered a speech on the encryption market at his alma mater, the University of Pennsylvania .Gensler Think , The possibility that the encryption platform does not trade any securities is almost zero ,SEC Is considering how to cooperate with the Commodity Futures Trading Commission (CFTC) Jointly supervise the encrypted trading platform , And call for a stable currency 、 The custody and market making business of encryption companies will be subject to new supervision “ A firewall ”.
The following is the full text of the speech ：
I'm very glad to join you in this activity , Especially the University of Pennsylvania is my alma mater . What I know about law school is , The bookshelf in the library is a good place to study , It's quiet there , Although I don't know if it's still the case now .
By convention , I would like to point out that the following represents my personal point of view , Not on behalf of the committee or SEC The staff spoke .
today , You invited me to talk about 2 Trillion dollar encryption market .
In February , You may have noticed the Super Bowl ads of several encryption platforms . This is not the first time we have seen some new innovations broadcast at this year's largest TV event .
Seeing these advertisements reminds me of , On the eve of the financial crisis , Subprime lending institutions AmeriQuest Advertise on the super bowl , And then it's in 2007 The year went bankrupt. . A few years ago , The media Axios Reports said ：“ stay 2000 During the super bowl , Yes 14 An Internet company advertises , Most of them have now closed down ”. I know many of the audience were probably very young at the time , But the Internet is 2000 The year is still relatively new . however , The collapse of the Internet bubble has caused a great shock in our market. .
therefore , Advertising is not equal to credibility . In the field of encryption , There's a lot of innovation , But there is also a lot of hype . Like other start-ups , Many projects may fail . This is just part of American entrepreneurship .
SEC Our responsibility is to supervise the capital market and our three part mission ： Protect investors 、 Promote capital formation and maintain equity 、 An orderly and efficient market . Within the scope of policy , Regulators are also concerned about preventing illegal activities , This role is very important for us and our partners in the ministries of Finance and justice ; About financial stability , This is important for all financial regulators .
There is no reason to treat the encryption market differently just because different technologies are used . We should be technology neutral .
therefore , I want to mention SEC Three areas in which the market plays a role ： platform 、 Stable and encrypted tokens .
The first is the encrypted trading and lending platform , Whether they call themselves centralization or decentralization （DeFi）.
These platforms have scale , Recently, the value of cryptocurrency traded every day exceeds 1000 Billion dollars .
The encryption market is highly concentrated , Most transactions are conducted on only a few platforms . In cryptocurrency only exchanges , The top five platforms account for... Of all transactions 99%, Two big platforms account for 80%. In encrypted to legal transactions ,80% Our transactions are conducted on five trading platforms . Again , The top five DeFi The platform accounts for nearly... Of the total trading volume of the platform 80%.
Besides , These securities trading platforms may be . A typical trading platform has at least dozens of tokens . in fact , Many people have more than 100 Tokens . As I will mention later , Many tokens traded on these platforms are likely to meet “ negotiable securities ” The definition of . Although the legal status of each token depends on its own facts and circumstances , But given the Commission's experience with various securities tokens and so many token transactions , The possibility that the encryption platform does not trade any securities is almost zero .
therefore , I ask employees to participate in some platform related projects .
First of all, let the exchange register itself like the regulatory platform . Congress has provided us with a broad framework for regulating exchanges , The role of these encryption platforms is similar to that of traditional regulated exchanges . therefore , Investors deserve the same protection .
The United States has the largest capital market , Because investors have confidence in them . We are maintaining the integrity of the market 、 There are rules to prevent fraud and manipulation and to promote capital formation . If a company establishes an encryption market that protects investors and meets the gold standard of our market regulation , Then customers will be more likely to trust and have more confidence in the market .
in my opinion , Regulation protects investors , It also enhances the confidence of investors , Just as traffic laws protect drivers and improve drivers' confidence . It is the core of market operation .
Some people ask , At present, the so-called alternative trading system (ATS) Is the exemption generally applicable to encryption platforms . however , Used in the stock and fixed income markets ATS Usually used by institutional investors . This is completely different from the encrypted asset platform , The latter has millions or even tens of millions of retail customers who buy and sell directly on the platform , Without having to go through an agent . therefore , I have asked staff to consider whether and how the protection provided to other investors in the exchanges with which retail investors interact applies to encryption platforms .
secondly , The encryption platform currently lists encrypted commodity tokens and encrypted securities tokens , Including as investment contracts and / Or encrypted tokens for bills . at present ,SEC The regulated place is only used for securities trading . therefore , I ask employees to consider how best to register and regulate the intertwined platform of securities and non securities trading .
especially , I have asked the staff to work with the Commodity Futures Trading Commission (CFTC) cooperation , Explore how we can use our respective authorizations to jointly deal with the platform for possible transactions based on encrypted securities tokens and commodity tokens .
The third area is around cryptocurrency custody . Unlike traditional exchanges , At present, centralized encrypted trading platforms usually host the assets of their customers . last year , exceed 140 The value of billion dollars was stolen . I asked employees how to cooperate with the platform , Let them register and supervise , And best ensure the protection of customer assets , In particular, whether isolation hosting is appropriate .
Besides , Different from the traditional stock exchange , Encrypted trading platform can also act as a market maker , Therefore, it can be used as the entrusting party to trade on its own platform for its own account at the other end of the customer . therefore , I ask employees to consider whether it is appropriate to separate market making functions .
Because it involves an encrypted lending platform , We recently accused BlockFi Failed to register the issuance of its retail encrypted lending products , And other violations . The settlement agreement clearly states , The crypto market must comply with time tested securities laws , for example 1933 Year of 《 Securities law 》 and 1940 Year of 《 Investment company law 》. It further demonstrates the Commission's willingness to work with encryption platforms to determine how they comply with those laws .
BlockFi Agree to try to bring its business into line with 《 Investment company law 》, Its parent company announced its intention to 1933 year 《 Securities law 》 Register the sale and sale of new loan products .
The second area is value 1830 Billion dollars （ And it's growing ） Stable currency market . In addition to being used on encryption platforms , Stable currency is not usually used in business . Usually , You won't use them on your way to class from downtown Good Karma Buy Coffee . They are not issued by the central government , Nor is it legal tender .
However , Stable currency provides functions similar to bank deposits and money market funds and may compete with them , Put forward three groups of important policy issues .
First , The stable currency has triggered public policy considerations around financial stability and monetary policy . These policy considerations are the supervision of deposits by bank regulators and our SEC The basis for the regulation of money market funds and other types of Securities . Many of these issues were discussed in the recent report of the presidential working group . for example , What supports these tokens , So that we can ensure that these assets can actually be converted into dollars one-on-one ？ Besides , Stable currency is an integral part of the encryption ecosystem , Loss of anchor or failure of issuer may endanger one or more trading platforms , And may have repercussions in the broader crypto ecosystem .
secondly , Stabilization coins raise questions about how they might be used for illegal activities . Stable currency is mainly used for encrypted to encrypted transactions , Therefore, it may help the platform and users to avoid or delay the entry or exit of the legal banking system . therefore , Using a stable currency on the platform may help those who seek to avoid a range of public policy objectives related to our traditional banking and financial system ： Anti money laundering 、 Tax compliance 、 Sanctions, etc .
Third , The stable currency raises the issue of investor protection . The stable currency was first adopted , And continue to be mainly used for encrypted transactions and lending platforms . These platforms are about 80% To 85% Trading and lending involves stabilizing currencies . When trading on the platform , Tokens are often actually owned by the platform , The relationship between the customer and the platform is just that of the counterparty . The three stable currencies are created by trading or lending platforms themselves , US retail investors have no direct redemption rights for the two largest stable currencies by market value , The existence of conflicts of interest and market integrity issues will benefit from more supervision .
then , From a policy perspective , All other crypto tokens . The fact is that , Most crypto tokens involve a group of entrepreneurs raising money from the public , In order to make a profit —— This is a sign of investment contracts or securities under our jurisdiction . There are some , Maybe only a few , Like digital gold ; They may not be securities . Even less , If any , It actually works like money .
When new technology comes along , Our existing laws will not disappear .
stay 1930 years , The definition of securities was spelled out in Congress . From then on , Our law has been amended many times , Congress has a wider brush , The Supreme Court has repeatedly weighed . They all said , Basically , To protect the public from fraud , Protect the public from fraudsters , People who raise money from the public must register and register in “ The police station ” Make basic disclosure ： The U.S. Securities and Exchange Commission .
You may want to know ： How crypto tokens become Securities ？
supreme court 1946 Year of Howey The test says , When money is invested in an ordinary enterprise and the profit is reasonably expected to come from the efforts of others , There is an investment contract .
SEC Former chairman Jay Clayton Said , I'll repeat ： Without prejudging any kind of token , Most crypto tokens are Howey Investment contracts under test . Even in Howey Before the test , In the early years of our federal securities act , Some entrepreneurs were told they had to bring their chinchillas 、 Collateral backed by whisky 、 The products of oyster bed and live silver fox are registered as securities products , “ Alleged sale …… Property is just a disguise , Not the essence of the deal .”
Now , Many entrepreneurs raise money from the public by selling crypto tokens , It is expected that managers will build an ecosystem of tokens , And attract more users to participate in the project .
therefore , It is important that we strive to register crypto tokens with the securities and Exchange Commission as securities . As an encrypted token of securities, the issuer must report to SEC Register their quotations and sales of these assets , And comply with our disclosure requirements , Or meet the exemption . Various issuers in various markets successfully register and provide disclosure information every day . If there are forms or disclosures that encrypted assets cannot comply with , Our staff will discuss and evaluate these issues here . According to our law , Any token used as a security must comply with the same market integrity rules as other securities .
All in all , New technologies have been emerging . The question is how we adapt to this new technology . But please don't get me wrong ： We already live in a digital age , It's nothing new . We can already use the money stored in the smartphone app to buy a cup of coffee , The era of physical stock certificates ended decades ago . It's nothing new for people to raise money to fund their projects . Encryption may provide new ways for entrepreneurs to raise funds and investors to trade , But we still need investor and market protection .
We already have strong ways to protect investors trading on the platform . When entrepreneurs want to raise money from the public , We have strong ways to protect investors .
We should apply these same protections in the encryption market , Don't risk destroying 90 The Securities Act did not create some regulatory arbitrage or loopholes .
Thank you. .